Recognized Franchising Attorney Services
Do you want to develop and execute your franchise system? Or are you dreaming of establishing long-lasting working relations with a franchisor to build a prosperous business? In any case, you can’t do without reliable franchising attorney services. Jurvneshservice is here to offer you a full set of professional franchise law attorney services all in one place. With Jurvneshservice, you get franchise law attorney assistance with any legal services related to franchise, licensing, and distribution.
Jurvneshservice has been Ukraine’s leading firm in franchise law for more than 15 years. With profound experience in the field, we provide qualified franchising attorney services to both franchisors and franchisees. Therefore, whatever party you represent, with Jurvneshservice, you get a reliable franchise law attorney to protect your business rights while promoting franchise relationships. Whether you are starting a franchise business or an experienced franchisor, we are here to become the trustworthy franchising attorney you need, which is confirmed by our well-known clients and independent estimators.
Franchising in Ukraine
Franchising as a marketing method to expand a business is well known in Ukraine now. However, if you are not an expert in this field, it’s good to consult a qualified franchising attorney before going for it.
Since 2004, franchiser and franchisee relationships are regulated through the Civil Code of Ukraine, where a particular chapter 76 is devoted to commercial concession agreements, a Ukrainian analog of single-unit franchise agreements. Any experienced franchising attorney will tell you that Ukrainian regulation of franchise relationship is much closer to that used by the Commission Regulation (EEC) No 4087/88 of 30 November 1988 that was substituted with Block Exemption Regulation on vertical agreements than to those proposed by American states.
Ukrainian Civil Code defines the franchise as a specific complex of rights granted by the franchisor to the franchisee. The compound of rights includes intellectual property objects like trademarks, patents, utility models, know-how, experience, and the franchiser’s business reputation. Understandably, business reputation belongs to the category of personal intangible rights, which are inalienable and may not be handed over to any other person. As a result, the franchisor does not perform any actions to grant its business reputation, just all his recommendations to franchisee as well as following of his system are directed to make franchisee’s enterprises to be associated with the enterprises of the franchisor.
The Minimum Content of the Franchise Agreement
- Description of the franchise;
- The price of the franchise that includes determination of franchise payments, royalties for usage of objects of intellectual property rights, the amount of the franchisee’s investment in its enterprise, the amount of cash for services rendered by the franchisor and the amount of its contribution to the advertising activities carried out by the franchisor;
- The term;
- The regime of franchise usage (exclusive, non-exclusive, single);
- The territory for franchise usage;
- The list of limitations to the parties’ rights under the franchise agreement and the term of such limitations.
Ukrainian law allows parties to choose any law, including a foreign one. In case the Ukrainian law is chosen, the parties may derogate from the regulation provided for franchise agreements in the Ukrainian Civil Code and be guided by the franchise agreement only. This derogation must be expressed clearly in the contract.
At Jurvneshservice, we have extensive experience helping franchisors and franchisees create agreements and resolve conflicts. So, don’t hesitate to make use of our franchising attorney services any time the issue occurs.
Ukrainian legislation does not contain an exhaustive list of items disclosed by the franchisor to the franchisee at the pre-contractual stage. The Ukrainian requirements are quite vague and unclear. Franchisee’s will “shall be free, formulated and correspond to its inner intention” before franchise agreement execution not to treat an executed transaction as invalid one due to franchisee’s mistake or under franchisor’s deception or fraud.
Thus, the franchisor may circulate the disclosure information used for their markets or international operations to the franchisee. The franchisee needs to discuss it with consultants and advisors within the cooling period to fully understand the meaning of its actions directed to franchise agreement execution.
Due to the confidential nature of the franchise, a Ukrainian franchisee may declare that it did not understand the “real” value of the purchased franchise. If such a position is supported by a court, the franchisee quickly receives both terminations of franchise agreement through its declaration as void and judgment for full compensation of all investments made into its franchise unit.
If the franchisee or his franchising attorney can prove that franchise transaction is executed under deception or fraud, the franchisor will be obliged to compensate the franchisee with doubled losses and moral damage caused by the transaction execution. As soon as a franchisor is treated as a seasoned businessman who shall fairly deal with its counteragent, the court may emphasize its obligation to warn a franchisee on the possible risk of franchise activities and other matters peculiar to the franchise business.
Renewal and Termination Of Franchise Agreements
If the franchisee duly fulfills its obligations under the agreement, it should have the right to renew this agreement for a new term under the same terms and conditions.
The Civil Code prescribes that, upon some conditions which should be envisaged by the special law on franchising, the franchisor will be able to compound the conclusion of an agreement for a new term. The law may provide the franchisor’s obligation to compensate the franchisee for release from duty, but it is not approved yet.
For open-ended franchise agreements, the legislators prescribe a mandatory minimum term for first notification about the repudiation of the contract of 6 months, unless a longer term is provided for by the agreement. There is no prescribed rule for a period of preliminary notification in case of the termed franchise agreement.
The legislation provides for additional imperative grounds for termination of franchise agreements, namely termination of rights to trademarks (termination of the right to designations is not considered as it is not an object of intellectual property rights) and declaring any of the parties insolvent or bankrupt.
Dr. Anna Tsirat – a certified franchise law attorney, is a leading expert in Ukraine’s franchise agreements. Her scientific research was devoted to the comparative analysis of franchise agreements regulation all over the world. As a result, she has issued two books on franchising: Franchise and Franchising agreements in 2002 and Guidance on the draft of franchise agreements in 2010.
What’s more, Dr. Anna Tsirat is a permanent author on chapters on Ukraine in The Getting the Deal Through where she has written on Franchise and Licensing. Kluwer Law International, a world-leading publishing house of legal literature, ordered her a monograph On Intellectual Property in Ukraine.
Being a recognized franchising attorney, Dr. Anna Tsirat is working with the world-known brands. Her recent international franchisors are ECCO, Engel & Völkers Property Shop, Gloria Jean’s Coffees, Mustang, Papa John’s, L.Carvari, Pizza Celentano and others.
- The Getting the Deal Through: Licensing;
- The Getting the Deal Through: Franchising;
- Intellectual Property in Ukraine.