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Having advised many clients - from ‘start ups’ to some of Australia’s best known networks – the members of our franchising team have the expertise and experience to guide your business. Advising in this area requires familiarity with a number of key legal concepts and an understanding of what is and what is not ‘standard’ or ‘acceptable’ within the confines of a relational contract like a franchise agreement.
Our team includes specific expertise in contract law, trade practices, intellectual property (including patent attorneys), commercial litigation, retail leasing, employment law and international trade and distribution. The ability to bring together these skills enables us to advise on the establishment and maintenance of a franchised network.
In addition to senior lawyers with relevant expertise, we have a team of lawyers and law clerks that enables us to provide cost effective service, particularly in relation to outsourced contract management services. We can provide an outsourced solution for the engrossing of standard franchise and lease documentation that is cost neutral to franchisors. In many cases our clients are required to comply with the Franchising Code of Conduct as a result of the requirements of their intellectual property licences, distribution arrangements or terms of supply. In some cases it is appropriate to restructure those arrangements to take them outside the operation of the Franchising Code of Conduct. However, more often we find that clients are embracing the protections afforded to them through the provision of disclosure documents and otherwise complying with the Franchising Code of Conduct. Mills Oakley provides clients with the full range of services as set out below. [back to top] Strategy and start up
- Advising whether franchising is the best strategy for your business and considering alternatives to franchising (such as a company owned strategy or licence arrangements)
- Structuring for asset protection and tax effectiveness (including companies, trusts and/or a corporate group)
- Deciding on franchise strategies (including granting exclusive territories to franchisees)
- Advice on product supply and trade practices issues
- Premises leasing strategies
- Advice on royalties and fees
Documentation
- Franchise agreements and disclosure documents
- Franchising Code certificates
- Intellectual property licenses
- Master franchise agreements and international master franchise agreements
- Area development agreements
- Terms of trade and supply arrangements
- Compliance & management
- Cost neutral franchisee sign up processes
- Franchisee recruitment procedures and processes
- Trade practices advice and training
- Trade practices compliance programs
- Pre-franchise agreement questionnaires
- Employment advice for head office, company outlet staff and franchisees’ staff
[back to top] Intellectual Property
- Identification of intellectual property and strategies for protection
- Registration of intellectual property as well as monitoring and maintenance of intellectual property registrations
- Availability searches and reports
- Strategies for protection of recipes and other confidential information
- Licensing of intellectual property
Disputes and Negotiation
- Strategic advice to limit, settle or avoid disputes
- Advice regarding disputes between franchisees and franchisors as well as disputes with suppliers and landlords
- Representation at mediations
- Court and tribunal proceedings
Mergers, Acquisitions and Initial Public Offerings
- Pre-sale services to become “investor ready”
- M&A strategies
- Introductions to our private equity, venture capital and banking contacts
- Due diligence support and services
- Drafting of information memorandum
- Sale or acquisition agreements
- IPO documentation
- Finance and security agreements
[back to top] Recent work
- Assisting management of Brumby’s during takeover negotiations
- Advising on the acquisition of the Price Attack retail network (with over 130 stores), which was a public to private transaction
- Advising Kenworth Trucks on Franchising Code compliance
- Acting for Continental, a multi-national tyre manufacturer in relation to their distribution strategy
- Advising Sushi Train, Aroma Bakery & Café, Raine & Horne Victoria, The Confectionery & Party Shop and Paraffine on their franchise strategy, documentation and processes
- Negotiating international master franchise agreements for Hobby Town Australia and T2 (Tea Too)
Recent news and publications
Warren Scott will present at the National Conference of the Franchise Council of Australia (to be held in October 2008) on the topics “The advantages and disadvantages of being a listed franchisor” and "How to deal with difficult International Franchisors"
[back to top] Key contacts Warren Scott
Partner
T: 61 3 9605 0984
F: 61 3 9605 0933
E:
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Services