Franchise, Retail and Distribution

Franchising is a method of distributing products and services that allow business and brand owners to expand using the capital of others, namely, the franchisees. With franchising, an established business utilizing a brand name or trademark will license a franchisee to leverage its intellectual property, business model, branding, and advertising to sell the brand’s products or services. Franchise operations will need to follow a franchise agreement and agree to pay a royalty fee to be part of the franchise network.

KMB Law has been a proud member of the Canadian Franchise Association (CFA) for over 15 years. We represent a wide range of retail and franchised businesses across a broad spectrum of industries across Canada. Whether you operate a traditional brick-and-mortar system or have developed a non-traditional concept, KMB Law is dedicated to your growth and success every step of the way.

Explore our full-service offerings or contact our Toronto franchise lawyer team today to set up a consultation.

Franchisor Services

When expanding a business through franchising, the franchisor requires regular support from their legal counsel. The franchise lawyers at KMB Law can assist you by pursuing a legal audit or any existing agreements you have and providing you with legal advice regarding the expansion of your franchise system. Our team, consisting of Canada’s top franchise lawyers, will help prepare all legal franchise documentation, from franchise agreements to leases, and assist with personal property security registrations, franchise sales, and assignments.

Franchisee Services

Purchasing a new or existing franchise comes with its fair share of legal matters. Our team of franchise lawyers will examine all facets of your business venture, ensuring all due diligence processes are in place and guiding you through any complex legal deliverables. We will provide you with legal advice to protect your assets and be the negotiator and litigator should you require it against your franchisor. The team at KMB Law will provide you with our best expertise to help you proceed with confidence.

Franchise Dispute Resolution Services

As franchise lawyers in Toronto, we handle the management of non-compliant franchisees through strategic negotiation and the preparation of default and termination notices. In cases where necessary, we facilitate lockouts and the seizure of franchises. Our franchise litigation services encompass rescission applications and defence, as well as the enforcement of franchise and related agreements. We are experienced in injunction proceedings and adept at enforcing franchise covenants, including non-competition, non-solicitation, and confidentiality issues. Additionally, we provide support in resolving shareholder disputes, ensuring your business interests are protected.

Franchising Your Business

Our franchise lawyers in Toronto, Mississauga and Burlington can help you navigate the unknowns and provide a full analysis of all associated costs and benefits of franchising in relation to your business growth goals. After conducting a thorough analysis, our team will introduce franchise consultants who will analyze and propose for your particular needs the best method of franchise expansion after reviewing your existing legal structures, draft the applicable franchise legal documentation, and take steps to ensure your intellectual property is protected while providing appropriate updates and modifications to all legal documents.

Cross Border and International Franchising

When franchisors expand cross-border and internationally, they must conduct extensive due diligence and become acutely aware of all laws and regulations in the foreign market they hope to penetrate. Bringing your business across borders without a comprehensive understanding of your new host market is a risky move. Businesses in the U.S. looking to expand into Canada, and vice versa, need advice about the important differences in the laws between the two countries. The franchise lawyers at KMB Law have over 30 years of hands-on experience helping U.S.-based companies successfully expand their operations into Canada.

Franchise Association Services

Franchisee associations can be an important and productive mechanism by which franchisees and franchisors communicate. If you are a franchisee or a group of franchisees, KMB Law’s franchise lawyers in Toronto can help you establish a franchisee association by advising on legal issues, drafting bylaws and governance policies, facilitating communication among franchisees, and negotiating with franchisors on behalf of the association. If you are a franchisor, we can advise you about your rights and the rights of the association and help you negotiate cooperatively with your franchisee association.

Franchise Litigation

The highly recognized litigation lawyers at KMB Law will provide you with tactical and cost-effective legal advice and representation in disputes involving rescission, misrepresentation, breach of the franchise agreement, injunctions, and breach of the duty of good faith. We will identify opportunities to avoid litigation and will help you negotiate settlements. But if arbitration is unavoidable, we will zealously represent you in arbitration or in court. Our lawyers routinely achieve excellent results for our franchisor and franchisee clients, both inside and outside of the courtroom.

Licensing and Distribution

Our team of franchise lawyers in Toronto, Mississauga and Burlington will help you by advising on legal and regulatory requirements, negotiating and drafting licensing and distribution contracts to protect and monetize your intellectual property, and providing guidance on compliance with ever-changing laws and regulations. We will advise you about the differences between licensing and distribution agreements, on the one hand, and franchise agreements, on the other; we will help you ensure that your agreements do not result in you becoming an “accidental franchisor.”

Industry Expertise

The franchise lawyers at KMB Law are recognized for their excellence in a broad range of industries. Whatever business you’re in, the chances are that we already understand it and can draw on our experience to protect your legal interests and maximize your growth. Our clients are business leaders and entrepreneurs from a wide variety of sectors. We recognize that there is no one-size-fits-all solution for your business, and we will tailor our legal advice to the practical and financial realities and the customs which predominate in your particular industry.

Additional Franchise Services

As a full-service firm, we take a holistic approach to servicing your business. We work closely with members of other practice areas in the firm in order to provide our franchise and retail clients with robust and cohesive legal services, including: