Franchising Overseas
We represent U.S. clients expanding internationally and foreign companies expanding into the United States. Our legal services in the international realm include international franchising, licensing, trademarks, and related matters. We work closely with local counsel in the foreign jurisdiction as needed.
Doing business with companies and individuals in foreign countries is usually very different from doing business at home. There are additional and different risks, but also additional possibilities for growth. Following are some examples of issues that may require special attention in international franchising or licensing deals:
- Structure of relationship (subfranchise / master franchise; area development / multiple unit operation; etc.)
- Laws and customs of the foreign jurisdiction with respect to franchise disclosure, registration and relationships
- Lengthier contract negotiations for international deals
- Financial matters, such as those related to taxes and currency
- Import-export terms and conditions
- Sources of supply that may differ from those in the franchisor’s home country
- Liability exposure and limiting such exposure
- Trademark licensing, registration and protection, including ensuring that the franchisor maintains ownership of the marks in the foreign jurisdiction
- Process and venue for dispute resolution (in the U.S., in the franchisee’s jurisdiction, or at a neutral location)
- Responsibility for government approvals and legal compliance
- Responsibility for initial and ongoing training and support
- Enforceability of non-competition covenants in the foreign jurisdiction and protecting the franchisor’s confidential information
- Minimum development schedules
- Adjusting operations manuals and system standards to accommodate customs and tastes of the foreign jurisdiction
