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Due diligence is the investigation you carry out before committing to... - [Five Practical Things to Think About as Australia’s Privacy Laws Change](https://www.gablelawyers.com.au/2026/05/12/five-practical-things-to-think-about-as-australias-privacy-laws-change/): Australia’s privacy laws have changed in a big way, and more changes are coming through 2026. If you run a... - [Australian Trade Practices Reforms](https://www.gablelawyers.com.au/2026/05/08/australian-trade-practices-reform/): Australia’s trade practices and competition laws are entering into yet another period of significant change, and it is a good... - [Thinking of Buying a Franchise?](https://www.gablelawyers.com.au/2026/05/04/thinking-of-buying-a-franchise-what-your-due-diligence-should-actually-look-like/): What Your Due Diligence Should Actually Look Like Purchasing a franchise is one of the most significant financial decisions you... - [5 ways to avoid a franchise agreement fail](https://www.gablelawyers.com.au/2020/04/01/5-ways-to-avoid-a-franchise-agreement-fail/): PUBLISHED ON 2ND OF JANUARY 2020 – INSIDE FRANCHISE BUSINESS MAGAZINE ONLINE What could possibly go wrong? How to ensure... - [Do I always have to pay franchise fees?](https://www.gablelawyers.com.au/2020/04/01/do-i-always-have-to-pay-franchise-fees/): PUBLISHED ON 27TH OF NOVEMBER 2019 – INSIDE FRANCHISE BUSINESS MAGAZINE ONLINE “Surely I don’t have to pay fees if... - [LET’S TALK… EXIT STRATEGY](https://www.gablelawyers.com.au/2018/08/14/lets-talk-exit-strategy/): PUBLISHED ON 13TH OF AUGUST 2018 – DYNAMIC BUSINESS ONLINE When setting up a business, the founders must ensure that... - [If it looks like a franchise...](https://www.gablelawyers.com.au/2018/07/14/if-it-looks-like-a-franchise/): If It Looks Like a Franchise... – PUBLISHED IN PRINT: JULY/AUG 2018 EDITION OF THE FRANCHISING MAGAZINE - [Why can't you draft franchise legal documents yourself?](https://www.gablelawyers.com.au/2018/05/21/why-cant-you-draft-franchise-legal-documents-yourself/): PUBLISHED ON 14TH OF MAY 2018 – FRANCHISING MAGAZINE ONLINE The initial stages of setting up a business as a... - [Franchising and the Law](https://www.gablelawyers.com.au/2018/02/07/franchising-and-the-law/): PUBLISHED IN THE 2018 BUSINESS FRANCHISE DIRECTORY – BUSINESS FRANCHISE AUSTRALIA AND NEW ZEALAND MAGAZINE (IN PRINT AND ONLINE) For... - [How can I protect my assets when I buy a franchise?](https://www.gablelawyers.com.au/2017/10/22/can-protect-assets-buy-franchise/): PUBLISHED ON 20TH OF OCTOBER 2017 ONLINE – FRANCHISING MAGAZINE ONLINE When buying a franchised business franchisees should ensure that... - [Franchisors, how to handle the cooling-off period](https://www.gablelawyers.com.au/2017/10/10/franchisors-handle-cooling-off-period/): PUBLISHED ON 3RD OF OCTOBER 2017 ONLINE – FRANCHISING MAGAZINE ONLINE The Franchising Code of Conduct (Code) allows all new... - [What is in a franchise disclosure document?](https://www.gablelawyers.com.au/2017/09/13/franchise-disclosure-document/): PUBLISHED ON 30TH OF AUGUST 2017 ONLINE – FRANCHISING MAGAZINE ONLINE In Australia, the Franchising Code of Conduct requires all... - [4 signs it's a franchise scam](https://www.gablelawyers.com.au/2017/07/26/4-signs-franchise-scam/): PUBLISHED ON 22TH OF FEBRUARY 2017 ONLINE – FRANCHISING MAGAZINE (by Noha Shaheed) So you’re in the market for a... - [What happens if I don't make money in my franchise?](https://www.gablelawyers.com.au/2016/07/07/what-happens-if-i-dont-make-money-in-my-franchise/): PUBLISHED ON 7TH OF JULY 2016 ONLINE – FRANCHISING MAGAZINE After some deliberations, due diligence and thorough research you have... - [Should you buy a franchise with your family?](https://www.gablelawyers.com.au/2016/05/06/buy-franchise-family/): PUBLISHED ON 26TH OF APRIL 2016 ONLINE – FRANCHISING MAGAZINE (by Noha Shaheed) The best things about a family are... - [Looking for a franchise for sale? What are the risks?](https://www.gablelawyers.com.au/2016/02/14/looking-for-a-franchise-for-sale-what-are-the-risks/): PUBLISHED ON 11TH OF FEBRUARY 2016 ONLINE – FRANCHISING MAGAZINE Buying a franchised business is often seen by franchisees as... - [What you can learn from the Gelare case?](https://www.gablelawyers.com.au/2015/11/11/what-you-can-learn-from-the-gelare-case/): PUBLISHED ON 11TH OF NOVEMBER 2015 ONLINE – FRANCHISING MAGAZINE Franchisors, beware of providing earnings predictions and be ready to... - [When do I need to find a franchise lawyer?](https://www.gablelawyers.com.au/2015/11/03/when-do-i-need-to-find-a-franchise-lawyer/): PUBLISHED ON 2nd OF NOVEMBER 2015 ONLINE – FRANCHISING MAGAZINE I am ready to buy a franchise: when should I... - [Take steps to avoid disputes with your franchisees](https://www.gablelawyers.com.au/2015/10/27/take-steps-to-avoid-disputes-with-your-franchisees/): PUBLISHED ON 29TH OF SEPTEMBER 2015 ONLINE – FRANCHISING MAGAZINE What can franchisors do to prevent disputes with franchisees? Franchising... - [What happens if I cannot pay my franchise royalties?](https://www.gablelawyers.com.au/2015/09/30/what-happens-if-i-cannot-pay-my-franchise-royalties/): PUBLISHED ON 24TH OF AUGUST 2015 ONLINE – FRANCHISING MAGAZINE When buying a franchise, all potential franchisees have the vision... - [7 Mistakes to avoid when you buy a franchise](https://www.gablelawyers.com.au/2015/08/29/7-mistakes-to-avoid-when-you-buy-a-franchise/): PUBLISHED ON 9TH OF JUNE 2015 ONLINE – FRANCHISING MAGAZINE PUBLISHED IN PRINT – JULY/AUG EDITION OF FRANCHISING MAGAZINE Investing... - [Will my Franchise Agreement automatically renew?](https://www.gablelawyers.com.au/2015/07/27/will-my-franchise-agreement-automatically-renew/): PUBLISHED ON 27TH OF JULY 2015 ONLINE – FRANCHISING MAGAZINE You buy a franchise, sign up for a five year... - [Grooming Successful Multi-Unit Franchisees - What Franchisors need to know](https://www.gablelawyers.com.au/2015/07/06/grooming-successful-multi-unit-franchisees-what-franchisors-need-to-know/): PUBLISHED ON 6TH OF JUly 2015 ONLINE – FRANCHISING MAGAZINE There are many ways a franchisor can grow the franchise... - [Leasing Considerations when buying a franchise, Chapter 5, Business Franchise Directory 2015](https://www.gablelawyers.com.au/2015/07/03/leasing-considerations-when-buying-a-franchise-chapter-5-business-franchise-directory-2015/) - [Disclosing Financials: What should you tell your potential Franchisees?](https://www.gablelawyers.com.au/2015/07/03/disclosing-financials-what-you-should-tell-your-potential-franchisees/) - [Buying a Franchise - The Basics You Need To Know](https://www.gablelawyers.com.au/2015/06/20/buying-a-franchise-the-basics-you-need-to-know/): PUBLISHED IN JUNE 2015 ONLINE – FRANCHISING MAGAZINE Franchising has, for many years, been an attractive option for business purchasers... - [Why it pays for a franchise buyer to link a lease and a franchise agreement](https://www.gablelawyers.com.au/2015/06/20/why-it-pays-for-a-franchise-buyer-to-link-a-lease-and-a-franchise-agreement/): PUBLISHED ON 8TH OF MAY 2015 ONLINE – FRANCHISING MAGAZINE When you buy a franchised business, the franchise agreement is... - [When do you get franchise documents?](https://www.gablelawyers.com.au/2015/04/29/when-do-you-get-franchise-documents/): PUBLISHED ON 7TH OF APRIL 2015 ONLINE – FRANCHISING MAGAZINE When should you, a franchise buyer, get your franchise documents... - [5 top tips for selling your franchise system](https://www.gablelawyers.com.au/2015/04/29/5-top-tips-for-selling-your-franchise-system/): PUBLISHED ON 25TH OF march 2015 ONLINE – FRANCHISING MAGAZINE Over the last decade, many franchise systems in Australia have... - [5 Top tips for selling your franchise](https://www.gablelawyers.com.au/2015/04/27/5-top-tips-for-selling-your-franchise/): PUBLISHED ON 25TH OF MARCH 2015 ONLINE – FRANCHISING MAGAZINE Over the last decade, many franchise systems in Australia have... - [6 things you need to know about franchising and intellectual property](https://www.gablelawyers.com.au/2015/04/27/6-things-you-need-to-know-about-franchising-and-intellectual-property/): PUBLISHED ON 27TH OF JANUARY 2015 ONLINE – FRANCHISING MAGAZINE Franchising is a form of licensing where the franchisee is... - [How to work with your lawyer](https://www.gablelawyers.com.au/2015/04/27/how-to-work-with-your-lawyer/): PUBLISHED ON 18th of december 2014 ONLINE – FRANCHISING MAGAZINE When purchasing a franchised business, it is highly advisable to... - [what the franchisor can do to ensure you comply](https://www.gablelawyers.com.au/2015/04/27/what-the-franchisor-can-do-to-ensure-you-comply/): PUBLISHED ON 2nd OF december 2014 ONLINE – FRANCHISING MAGAZINE When you invest in a franchise you sign up to... - [What does a franchise lawyer want to know](https://www.gablelawyers.com.au/2015/04/27/what-does-a-franchise-lawyer-want-to-know/): PUBLISHED ON 29th of august 2014 ONLINE – FRANCHISING MAGAZINE When you get legal advice about a franchise investment, what... - [Five commonly asked legal questions by franchisees](https://www.gablelawyers.com.au/2015/04/27/five-commonly-asked-legal-questions-by-franchisees/): This article appearED in the July/August 2013 issue of Business Franchise Australia & New Zealand In what circumstances may a... - [WHAT HAPPENS IF MY BUSINESS PARTNERSHIP BREAKS UP](https://www.gablelawyers.com.au/2015/04/27/what-happens-if-my-business-partnership-breaks-up/): PUBLISHED ON 22nd OF FEBruary 2011 ONLINE & in Print – FRANCHISING MAGAZINE The collapse of any business relationship and... - [When do you get franchise documents](https://www.gablelawyers.com.au/2015/04/27/when-do-you-get-franchise-documents-2/): Published on 7th of April 2015 online – Franchising magazine When should you, a franchise buyer, get your franchise documents... # # Detailed Content ## Pages - Published: 2024-06-18 - Modified: 2024-06-18 - URL: https://www.gablelawyers.com.au/gable-lawyers-has-merged-with-bdc-law/ Thank you for visiting Gable Lawyers website. Kindly be informed that Gable Lawyers has merged with BDC Law. Our Principal, Jane Garber-Rosenzweig, now holds the role of managing director of BDC Law, ensuring a seamless transition and the continuation of the exceptional service clients have come to rely on. BDC Law’s dedicated legal team, led by the remarkable Jane Garber-Rosenzweig, is eager to assist you and manage your legal matters. We thank you for your understanding and ongoing support. Consequently, please click the following link to be redirected to the BDC Law website - Lawyers| BDC Partners. Visit Website - Published: 2016-03-10 - Modified: 2016-05-19 - URL: https://www.gablelawyers.com.au/franchisees/ - Page Categories: Services Looking at buying into a franchise or selling your franchise? You will receive advice, strategies and solutions that will assist the short and long term objectives of your business. Purchasing a franchise Review of franchise documents Acting in the purchase Contract review and advice that may help save you time, money and stress Negotiations in relation to the terms of the Contract Transfer of lease from the Landlord to yourself Undertaking applicable searches Asset protection advice FOR ALL YOUR FRANCHISING LEGAL REQUIREMENTS, SPEAK WITH US TODAY. Selling your franchise Drafting Contract of Sale documents Liaison with your franchisor and other interested parties, as required Completing all other transfers and legal documents to facilitate a smooth sale of your franchise Undertaking applicable searches FOR ALL YOUR FRANCHISING LEGAL REQUIREMENTS, SPEAK WITH US TODAY. - Published: 2016-03-10 - Modified: 2016-05-19 - URL: https://www.gablelawyers.com.au/franchisors/ - Page Categories: Services New Franchise Set-Ups Looking to franchise your business? We can assist you. Drafting franchise agreements, disclosure documents and ancillary franchise documentation Franchising Code of Conduct compliance Providing asset protection advice Trademark applications Established Franchisors When you are ready to introduce more franchisees to your existing network, or require general legal advice, you will receive fast service at a fixed fee. Drafting new packs for incoming franchisees Drafting breach notices and notices of termination Drafting surrender documentation for exiting franchisees Drafting dispute notices Providing advice in relation to compliance with the Franchising Code of Conduct Ongoing franchise legal requirements For all your franchising legal requirements, speak with us today. - Published: 2016-02-11 - Modified: 2016-02-11 - URL: https://www.gablelawyers.com.au/services/franchise-review/thank-you/ Thank you for your enquiry. We will be in touch shortly. In the meantime why not follow us socially? - Published: 2015-12-22 - Modified: 2015-12-22 - URL: https://www.gablelawyers.com.au/resetpass/ Username Password Remember Me Log In Lost your password? - Published: 2015-12-22 - Modified: 2015-12-22 - URL: https://www.gablelawyers.com.au/lostpassword/ Username Password Remember Me Log In Lost your password? - Published: 2015-12-22 - Modified: 2015-12-22 - URL: https://www.gablelawyers.com.au/register/ Username Password Remember Me Log In Lost your password? - Published: 2015-12-22 - Modified: 2015-12-22 - URL: https://www.gablelawyers.com.au/logout-2/ Username Password Remember Me Log In Lost your password? - Published: 2015-12-22 - Modified: 2016-05-02 - URL: https://www.gablelawyers.com.au/login/ Username Password Remember Me Log In Lost your password? - Published: 2015-12-01 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/thank-you/ Thank you for your enquiry. We will be in touch shortly. In the meantime why not follow us socially? - Published: 2015-11-25 - Modified: 2026-04-19 - URL: https://www.gablelawyers.com.au/services/ At Gable Lawyers, we specialise in small to medium businesses. Melbourne’s team of Commercial and Franchise Lawyers By working with one dedicated, easy to contact lawyer, you will have one point of contact. Your business and your case is understood. You will save time and will not be passed around from one lawyer to another. Corporate | Commercial Law services include: Sales and purchases of businesses Licensing and distribution arrangements Corporate governance Leasing agreements Intellectual property protection Read More About Our Corporate Services Franchise legal services include: Buying / selling franchise businesses Advice in relation to any franchise documentation Setting up franchise systems Acting in all franchisor-related matters Conflict resolution Trade mark applications Read More About Our Franchise Services - Published: 2013-12-20 - Modified: 2013-12-20 - URL: https://www.gablelawyers.com.au/post-format/ Post Format You can use post format feature from WP in this theme. You can see example of result here > http://themes. goodlayers2. com/flawless/blog-full-with-right-sidebar/ - Published: 2013-12-19 - Modified: 2013-12-19 - URL: https://www.gablelawyers.com.au/price-table/ Deluxe$39. 99/mo 30 GB 12 Email Accounts 50 GB Bandwidth Live Chat Support Enchanced SSL Security Buy NowPremium$49. 99/mo 30 GB 12 Email Accounts 50 GB Bandwidth Live Chat Support Enchanced SSL Security Buy NowStandard$59. 99/mo 30 GB 12 Email Accounts 50 GB Bandwidth Live Chat Support Enchanced SSL Security Buy Now Get the code 30 GB 12 Email Accounts 50 GB Bandwidth Live Chat Support Enchanced SSL Security 30 GB 12 Email Accounts 50 GB Bandwidth Live Chat Support Enchanced SSL Security 30 GB 12 Email Accounts 50 GB Bandwidth Live Chat Support Enchanced SSL Security - Published: 2013-12-08 - Modified: 2013-12-08 - URL: https://www.gablelawyers.com.au/process/ Vertical Process Vehicula Egestas Amet FringillaLorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Qui ipsorum lingua Celtae, nostra Galli appellantur. Nihilne te nocturnum praesidium Palati, nihil urbis vigiliae. Contra legem facit qui id facit quod lex prohibet. Magna pars studiorum, prodita quaerimus. Nihilne te nocturnum praesidium Palati, nihil urbis vigiliae. Qui ipsorum lingua Celtae, nostra Galli appellantur. Paullum deliquit, ponderibus modulisque suis ratio utitur. Me non paenitet nullum festiviorem excogitasse ad hoc. Curabitur est gravida et libero vitae dictum. Petierunt uti sibi concilium totius Galliae in diem certam indicere. Ab illo tempore, ab est sed immemorabili. Curabitur blandit tempus ardua ridiculus sed magna. Praeterea iter est quasdam res quas ex communi. Nihilne Te Nocturnum TemporLorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Qui ipsorum lingua Celtae, nostra Galli appellantur. Nihilne te nocturnum praesidium Palati, nihil urbis vigiliae. Contra legem facit qui id facit quod lex prohibet. Magna pars studiorum, prodita quaerimus. Nihilne te nocturnum praesidium Palati, nihil urbis vigiliae. Qui ipsorum lingua Celtae, nostra Galli appellantur. Paullum deliquit, ponderibus modulisque suis ratio utitur. Me non paenitet nullum festiviorem excogitasse ad hoc. Curabitur est gravida et libero vitae dictum. Petierunt uti sibi concilium totius Galliae in diem certam indicere. Ab illo tempore, ab est sed immemorabili. Curabitur blandit tempus ardua ridiculus sed magna. Praeterea iter est quasdam res quas ex communi. Concilium Totius GalliaeLorem ipsum dolor sit amet, consectetur adipisici elit,... - Published: 2013-12-05 - Modified: 2013-12-05 - URL: https://www.gablelawyers.com.au/post-slider/ Post Slider With Caption At The Bottom Get the code Post Slider With Caption On Right Side Get the code Post Slider With Caption On Left Side Get the code - Published: 2013-11-28 - Modified: 2026-04-19 - URL: https://www.gablelawyers.com.au/testimonials/ See What Our Client's Have To Say... “Jane is one of the best commercial lawyers in Melbourne I know. If you want someone highly professional, knowledgeable, reliable and who actually cares about their client’s interests to take care of your legal affairs then Gable Lawyers is the firm to retain. ” Mariya Radysh, Head of Legal and Public Relations Department at Melbourne CareI have known of Jane and have worked with Jane for a number of years. Jane is a professional at heart and is proficient at her job. Is a good listener, able to comprehend the situation at hand and provides sound advice on potential path to solve the issue. Jane genuinely looks after the interests of all parties concerned and seeks an amicable outcome in every possible scenario. I have no hesitation in recommending Jane to any prospective client (individual or company) requiring the specific range of legal services Jane specialises in. ” Greg Goldenberg, SPM - Infrastructure Remediation at Jemena“I was fortunate enough to work with Jane on some labour related, legal issues that needed Jane’s sharp mind, and in depth legal knowledge. Jane is a pleasure to work with and is able to offer a personalised service with an acute attention to detail. I would be honoured to recommend Jane to anyone needing personalised, professional legal services. ” Sheri Shenker, Adoption and Out of Home Care. “Jane is a strong and qualified competent franchising / corporate lawyer based out of Melbourne, Australia. I strongly recommend her... - Published: 2013-11-26 - Modified: 2013-11-26 - URL: https://www.gablelawyers.com.au/progress-circle/ Progress Circle 85% 40% 65% Get the code Photoshop Photoshop85% Combine With Text Lorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Quam temere in vitiis, legem sancimus haerentia. Ut enim ad minim veniam, quis nostrud exercitation. Ab illo tempore, ab est sed immemorabili. Curabitur blandit tempus ardua ridiculus sed magna. Quam diu etiam furor iste tuus nos eludet Lorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Non equidem invideo, miror magis posuere velit aliquet. Tityre, tu patulae recubans sub tegmine fagi dolor. Quam temere in vitiis, legem sancimus haerentia. Get the code Photoshop Combine With Text Lorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Quam temere in vitiis, legem sancimus haerentia. Ut enim ad minim veniam, quis nostrud exercitation. Ab illo tempore, ab est sed immemorabili. Curabitur blandit tempus ardua ridiculus sed magna. Quam diu etiam furor iste tuus nos eludet Lorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Non equidem invideo, miror magis posuere velit aliquet. Tityre, tu patulae recubans sub tegmine fagi dolor. Quam temere in vitiis, legem sancimus haerentia. Very Big Circle Illustrator75% Lorem ipsum dolor sit amet, consectetur adipisici elit, sed eiusmod tempor incidunt ut labore et dolore magna aliqua. Mercedem aut nummos unde unde extricat, amaras. Integer legentibus erat a ante historiarum dapibus. Gallia est... ## Posts - Published: 2026-06-30 - Modified: 2026-07-01 - URL: https://www.gablelawyers.com.au/2026/06/30/looking-to-buy-a-business-here-is-a-checklist-you-can-use-as-a-starting-point-in-your-due-diligence-if-you-need-any-assistance-with-purchasing-a-business-call-us-on-0478-041-646-or-email-infogable/ - Categories: In The Media Prepared by Gable Lawyers How to use this checklist. Due diligence is the investigation you carry out before committing to buy. The goal is simple: confirm that what you are buying is what you have been told you are buying, that it can be transferred to you and that no undisclosed liabilities come with it. Work through each section below, record what has been provided and reviewed, and note any item that is missing, unclear, or a concern. Anything you cannot verify should be addressed in the sale contract through warranties, conditions, price adjustments, or a holdback. Structure matters. An asset sale (you buy the assets and goodwill) the items below are relevant. General checklist. This checklist is a starting point only and is not in any way a comprehensive checklist in every situation. Allow four to twelve weeks for thorough due diligence and engage your lawyer and accountant before you sign anything binding. Disclaimer. This checklist is general information only and is not legal, financial or tax advice. It is intended as a starting point for buyers and does not cover every issue relevant to a particular transaction. Every business and every deal is different. You should obtain specific legal and accounting advice before buying a business. Gable Lawyers would be glad to assist. 1. Deal structure and preliminaries Get the basic shape of the deal right before spending money on detailed investigation. Confirm that you are buying a business or assets and not shares in the seller’s company.... - Published: 2026-05-12 - Modified: 2026-05-12 - URL: https://www.gablelawyers.com.au/2026/05/12/five-practical-things-to-think-about-as-australias-privacy-laws-change/ - Categories: In The Media Australia’s privacy laws have changed in a big way, and more changes are coming through 2026. If you run a business that collects information about customers, staff or anyone else, here are five practical things to think about. 1. Know where you are using AI and automated tools to make decisions about people From 10 December 2026, if your business uses a computer program (including AI) to make, or help make, decisions that could reasonably be expected to significantly affect a person’s rights or interests, you will need to explain this in your privacy policy. That covers things like automated credit and lending decisions, AI-assisted screening of job applicants, automated tenancy or insurance assessments, automated fraud blocking, and decisions about access to a benefit or service. Before you can explain it, you need to know where it is happening in your business. Walk through your systems and write a simple list of what each tool does, what information it uses, and whether a human checks the outcome. 2. Treat your privacy policy as a real document, not just website fine print The privacy regulator (the Office of the Australian Information Commissioner, or OAIC) has started its first ever round of spot checks. About 60 businesses across six sectors are being reviewed right now on whether their privacy policies actually meet the law’s requirements: rental and real estate, pharmacies, licensed venues, car rental, car dealerships, and pawnbrokers and second-hand dealers. A generic policy copied from a template is a risk. Read... - Published: 2026-05-08 - Modified: 2026-05-08 - URL: https://www.gablelawyers.com.au/2026/05/08/australian-trade-practices-reform/ - Categories: In The Media Australia’s trade practices and competition laws are entering into yet another period of significant change, and it is a good time for businesses to start paying close attention. Recent reforms have already reshaped the Competition and Consumer Act, including the move to mandatory merger notification and approval for certain acquisitions from January 2026. This represents a major shift from the long-standing voluntary merger clearance regime and will have practical impacts on transaction timing and deal planning. In addition, the federal government has introduced legislation to prohibit unfair trading practices, including: 1. broad new prohibition aimed at conduct that harms consumers; 2. targeted reforms addressing unfair subscription practices; and 3. enhanced protections against ‘drip pricing’ and other transaction‑based charges. If passed, these changes are expected to apply from 1 July 2027 and will add to existing consumer protections under the Australian Consumer Law (ACL). Breaches of the new prohibitions would attract substantial civil penalties, consistent with the ACL’s penalty framework. This reflects an ongoing focus on deterrence and stronger enforcement. Alongside these measures, Treasury and governments across Australia continue to consult on broader competition policy reforms, including how regulation and market settings can better promote competition over the long term. For boards, executives and in house teams, the message is clear. Trade practices compliance is no longer static. Understanding how these changes interact, and how they affect commercial strategy, transactions and consumer facing conduct, will be critical over the coming year. If you want any assistance with preparing for the upcoming... - Published: 2026-05-04 - Modified: 2026-05-04 - URL: https://www.gablelawyers.com.au/2026/05/04/thinking-of-buying-a-franchise-what-your-due-diligence-should-actually-look-like/ - Categories: In The Media What Your Due Diligence Should Actually Look Like Purchasing a franchise is one of the most significant financial decisions you will make. The franchisor’s pitch may be compelling, but your job during due diligence is to look beyond the brochure. Here is a practical checklist of what serious prospective franchisees should be doing before they sign anything. 1. Read the Disclosure Document Carefully Under the Franchising Code of Conduct, franchisors must provide you with a Disclosure Document at least 14 days before you sign any agreement or pay any non-refundable funds. Don’t skim it. This document contains critical information about the franchisor’s history, financials, existing and former franchisees, litigation history and the key terms of the franchise. If anything is unclear or missing, ask questions and get answers in writing. 2. Check the Franchise Disclosure Register This is one of the most underutilised tools available to prospective franchisees, and it’s completely free. The Australian Government’s Franchise Disclosure Register requires franchisors to lodge their disclosure documents publicly. Use it to: Learn more about the franchisor independently of what they’ve told you, including how the system has grown, contracted or changed over time. Verify consistency between what you’ve been given and what has actually been lodged. Discrepancies should prompt serious questions. If something doesn’t add up, that’s a red flag worth investigating before you go any further. 3. Speak to Current and Former Franchisees The Disclosure Document will list current and recently departed franchisees, for those who have agreed to have their... - Published: 2020-04-01 - Modified: 2020-04-01 - URL: https://www.gablelawyers.com.au/2020/04/01/5-ways-to-avoid-a-franchise-agreement-fail/ - Categories: In The Media - Tags: franchise agreement, franchise agreement drafting, Gable Lawyers PUBLISHED ON 2ND OF JANUARY 2020 – INSIDE FRANCHISE BUSINESS MAGAZINE ONLINE What could possibly go wrong?  How to ensure you don’t set yourself up for trouble when setting up or amending your franchise agreement. As a franchisor, when drafting or amending your franchise agreement, you must first and foremost ensure that it complies with the requirements of the Franchising Code of Conduct, Australian Consumer Law (ACL) and other relevant legislation. Check these five ways to stay compliant and avoid a franchise agreement fail 1. Comply with the unfair contracts legislation When drafting franchise agreements, franchisors and their advisers must ensure that the end document does not contain unfair contract terms under the unfair contracts regime (UCL) set out in the ACL. The UCL has been in force since November 2016 in order to offer broader protection to small businesses. In order for the UCL regime to apply, the contractual relationship must be: for the supply of goods and/or services (or it could also be a sale or grant of an interest in land); and at least one small business must be involved; andfor an upfront price of up to $300,000 or $1 million in the case of contracts with a term exceeding 12 months. Many franchise agreements would fall within the UCL regime based on the above criteria and therefore franchisors must be careful in drafting in order not to breach the UCL regime and get proper legal advice. 2. Comply with the Franchising Code of Conduct All franchisors in Australia must... - Published: 2020-04-01 - Modified: 2020-04-01 - URL: https://www.gablelawyers.com.au/2020/04/01/do-i-always-have-to-pay-franchise-fees/ - Categories: In The Media - Tags: business law, franchise royalties, Gable Lawyers PUBLISHED ON 27TH OF NOVEMBER 2019 – INSIDE FRANCHISE BUSINESS MAGAZINE ONLINE “Surely I don’t have to pay fees if the franchise lets me down? ” Is this fact or fiction? Let’s take a closer look... It’s a fact of life that despite the best intentions and solvency of any franchise system, not all franchisees are running a profit and the pressure of defaulting or shortfalls in income can place considerable strain on a franchisee. Whether your franchise is a booming success or driving you headlong into a world of debt, the franchise agreement defines your relationship with the franchisor. Whatever the issues you may have with the franchisor or the way the system operates, you must still comply with the terms of your franchise agreement, including maintaining payments to the franchisor of any agreed royalties, management fees, marketing levies and any other fees detailed in the agreement between you and the franchisor. What should always be remembered before signing any agreement, including a franchise agreement, is it forms a legal contract containing the rights and obligations of each party. And a contract must be followed regardless of what seems equitable. Franchise rules say you have to pay franchise fees This hardly seems just if the cause of your downturn in business is a direct result of the actions of the franchisor. However, the Franchising Code of Conduct (Franchising Code) is clear that when a party to a franchise agreement has a dispute or disagreement with the other, both parties must... - Published: 2018-08-14 - Modified: 2018-08-14 - URL: https://www.gablelawyers.com.au/2018/08/14/lets-talk-exit-strategy/ - Categories: Commercial Law, Corporate Law, In The Media - Tags: asset protection, current will, exit strategy, legal advice, protecting assets, setting up a business, SME PUBLISHED ON 13TH OF AUGUST 2018 – DYNAMIC BUSINESS ONLINE When setting up a business, the founders must ensure that their business and / or personal assets are protected from any possible future financial setbacks, any disagreements within the business or family or from any business failure. Assets can be protected in various ways, depending on whether these assets are tangible and intangible assets. Tangible assets, such as office furniture or fitout, can be protected by taking out a relevant insurance policy. In turn, intangible assets, such as designs, trademarks or patents, can be protected via a registration process. INITIAL STRUCTURING AND EXIT STRATEGIES Prior to starting any business, the appropriate structure must be chosen. There are a number of structures which can be utilised by business owners in Australia and the correct structure can ensure that the assets of the business owners are protected, personal liability is limited and they are able to stream business income to more than one individual. The most common structures used by business owners in Australia are corporate and trust structures. Once the right structure is set up to operate the business, then a shareholders’ or partnership agreement must be put in place covering how each party can exit the business and how the business assets are to be split up in the future in case of death or illness of one of the parties. INSURANCE In any business, various insurance policies should be taken out to protect all tangible assets of the business,... - Published: 2018-07-14 - Modified: 2018-07-14 - URL: https://www.gablelawyers.com.au/2018/07/14/if-it-looks-like-a-franchise/ - Categories: Franchise Law, Franchisee, Franchisee, Franchising, In The Media - Tags: disclosure document, franchise agreement, franchise law, Franchising, franchising code, Franchising Code of Conduct, Gable Lawyers, if it looks like a franchise, JANE GARBER-ROSENWZEIG, licensing If It Looks Like a Franchise... - PUBLISHED IN PRINT: JULY/AUG 2018 EDITION OF THE FRANCHISING MAGAZINE - Published: 2018-05-21 - Modified: 2018-07-14 - URL: https://www.gablelawyers.com.au/2018/05/21/why-cant-you-draft-franchise-legal-documents-yourself/ - Categories: Franchise Law, Franchising, Franchisor, In The Media - Tags: drafting disclosure document, drafting franchise agreement, drafting franchise documents, franchise law, franchise lawyer, franchise legal documents, franchising code, Franchising Code of Conduct PUBLISHED ON 14TH OF MAY 2018 – FRANCHISING MAGAZINE ONLINE The initial stages of setting up a business as a franchise can be extremely tedious and expensive. It is often very tempting to search the internet for franchise documentation of brands operating in similar fields to your business and then try to put together a cut-and-paste version. This approach to drafting the franchise documents is fraught with danger. Franchising in Australia is heavily regulated, with high financial penalties imposed for breaches of the Franchising Code of Conduct. The Code includes, among other things, the requirements to: produce and correctly complete the disclosure document in the form prescribed by the Code; and draft a compliant franchise agreement, which: covers certain areas described by the Code, such as cooling off, termination, etc. ; and does not includeany clauses which are prohibited by the Code, for example, general waiver of liability. The Code mandates for ancillary documentation to be drafted and provided to potential franchisees such as advice certificates to encourage them to seek advice from an accountant, a solicitor and a business adviser. Regardless of the Code, a franchise agreement, which is the main vehicle governing the franchise relationship, must be drafted in a way which protects you, your intellectual property and all your assets, as well as containing adequate disclaimers and permitted limitation of liability clauses. It should be noted that if your documentation is drafted by a lawyer, you reduce the risk of claims of misleading or deceptive conduct. This... - Published: 2018-02-07 - Modified: 2018-02-07 - URL: https://www.gablelawyers.com.au/2018/02/07/franchising-and-the-law/ - Categories: Franchise Law, Franchisee, Franchisee, In The Media - Tags: ACCC, cooling off, disclosure document, franchise agreement, franchise law, franchising code, Franchising Code of Conduct, franchising law PUBLISHED IN THE 2018 BUSINESS FRANCHISE DIRECTORY – BUSINESS FRANCHISE AUSTRALIA AND NEW ZEALAND MAGAZINE (IN PRINT AND ONLINE) For many years Australia has been one of the most regulated countries in the world when it comes to franchising. In 1998 the Australian Government introduced mandatory requirements to regulate the franchising industry in the form of the Franchising Code of Conduct (Code). The Code was originally enacted as a federal regulation under the Trade Practices Act 1974, and since 1 January 2011 it is enacted under the Competition and Consumer Act 2010, which superseded the Trade Practices Act 1974. The Code has seen numerous amendments over the last two decades in an attempt to make the franchisor-franchisee relationship fairer towards franchisees and to restore the balance of power. Further, the new Unfair Contract Terms regime (UCT regime) was introduced under the Australian Consumer Law (ACL) legislation effective 12 November 2016 providing additional protection to franchisees. The Code The Code dictates main aspects of the franchisor-franchisee relationship. Documentation required The Code prescribes what documentation the franchisors must provide to its potential and current franchisees, which include provision of: a copy of the disclosure document signed by a director of the franchisor; a copy of the franchise agreement in the form in which it is to be executed; and a copy of the Code, at least 14 days before: the potential franchisee enters into a franchise agreement (or an agreement to enter into a franchise agreement); or the prospective franchisee makes a... - Published: 2017-10-22 - Modified: 2018-02-07 - URL: https://www.gablelawyers.com.au/2017/10/22/can-protect-assets-buy-franchise/ - Categories: Franchise Law, Franchisee, Franchisee, In The Media - Tags: asset protection, buying a business, buying a franchise, recommended structure PUBLISHED ON 20TH OF OCTOBER 2017 ONLINE – FRANCHISING MAGAZINE ONLINE When buying a franchised business franchisees should ensure that their personal wealth is protected. Each franchisee’s personal circumstances need to be assessed on their merits and also based on which franchised business is being purchased. Asset protection is a difficult task in the franchise environment but the right set-up may provide some protection. There are different legal structures that can be utilised in purchasing any business, regardless of whether it is a franchised business. These include: Sole trader; Company; Partnership of individuals or companies; or Trust with a corporate or an individual trustee. The most recommended structure for buying a business is either a company or a trust with a corporate trustee, as it alleviates most of personal liability of its directors and protects their assets. The intricacies of which structure is best in the particular circumstances of the franchisee should be discussed with a lawyer (for asset protection) and an accountant (for most effective tax structure). However, it should be remembered that most franchisors in Australia will request a personal guarantee from each director of the corporate franchisee (or corporate trustee), which, in turn, will expose all assets held in the names of such directors. The same will also apply to landlords, who will, in most cases, ask for personal guarantees from all directors of the tenant company. In some instances, where the potential franchisee has a spouse, it may be prudent to set up a corporate franchisee... - Published: 2017-10-10 - Modified: 2017-10-10 - URL: https://www.gablelawyers.com.au/2017/10/10/franchisors-handle-cooling-off-period/ - Categories: Franchisor, In The Media PUBLISHED ON 3RD OF OCTOBER 2017 ONLINE – FRANCHISING MAGAZINE ONLINE The Franchising Code of Conduct (Code) allows all new franchisees an opportunity to get out of the franchise agreement within seven days of signing it or paying any fee to the franchisor. This cooling-off provision only applies to new franchisees and is not applicable in cases of renewals, extensions or transfers of existing franchises. If a franchisee chooses to exit the franchise within the cooling-off period the franchisor must properly manage all actions to ensure full compliance with the Code and meet all its requirements. One such requirement is that, within 14 days of receiving the cooling-off notice, the franchisor must refund all the franchisee’s payments made under the franchise agreement. Failure to do this is a breach of the Code. However, the Code also allows the franchisor to retain reasonable costs they have incurred, provided the expenses or their method of calculation are set out in the franchise agreement. In the event that such costs are not clearly specified in the franchise agreement, the franchisor may not be able to retain any funds and end up out of pocket. It is therefore paramount that the franchise agreement and the franchisor’s disclosure document clearly state what these reasonable costs will be or outline a method to calculate the costs. Each franchisor in Australia charges a different amount as part of such “reasonable costs”. In general, the franchisor should be able to claim the following, provided they are real and... - Published: 2017-09-13 - Modified: 2018-02-07 - URL: https://www.gablelawyers.com.au/2017/09/13/franchise-disclosure-document/ - Categories: Franchisee, In The Media - Tags: disclosure document, franchisee, Franchising, Franchising Code of Conduct, franchisor PUBLISHED ON 30TH OF AUGUST 2017 ONLINE – FRANCHISING MAGAZINE ONLINE In Australia, the Franchising Code of Conduct requires all franchisors to issue a disclosure document to all its potential franchisees. The disclosure document must be provided in a prescribed form containing valuable information about the franchisor and its system. In particular, the disclosure document will contain the following information. 10 things in the disclosure document 1. Franchisor’s details and business experience The franchisor must provide its details, details of all its related entities and its business experience. The franchisor must also provide information about and business experience summary of all its directors and managers in control. 2. Litigation The disclosure document must list any current litigation the franchisor is involved infor matters including dishonesty, fraud andbreach of franchise agreement or the Franchising Code of Conduct. The franchisor must also include details of bankruptcy or insolvency of the franchisor, its directors of associated entities in the last 10 years, as well as any of the abovementioned parties being convicted of a serious offence in the last 10 years or being subject to a final judgment in the last five years. 3. Existing franchisees The disclosure document must list details of all existing and past franchisees, thus allowing a potential franchisee to contact them with any questions about the franchisor’s system and operations. Current and past franchisees are usually the best source of information about the franchisor and the franchise system. 4. Intellectual property The franchisor must provide a full list... - Published: 2017-07-26 - Modified: 2018-02-07 - URL: https://www.gablelawyers.com.au/2017/07/26/4-signs-franchise-scam/ - Categories: Franchisee, Franchising, In The Media PUBLISHED ON 22TH OF FEBRUARY 2017 ONLINE – FRANCHISING MAGAZINE (by Noha Shaheed) So you’re in the market for a franchise and want a business with a strong future. Unfortunately, among the many solid businesses in the sector, there are some which just aren’t worth your time and money. Here are a few tell-tale signs of a questionable franchise model: No trading history No address, just a website No trademark Not a lot of disclosure Unavailability of financials Bad reviews from past franchisees 1. Franchisor is pushy If a franchisor has a “get in quick or miss out” attitude, but is very vague about the details, the model could be questionable. Jane Garber-Rosenzweig, principal at Gable Lawyers, says a “lack of transparency is a tell-tale” as well as “pressure to sign up, and a rushed process”. She also warns against a pyramid scheme (each paying participant recruits two further participants, with returns being given to early participants using money contributed by later ones). 2. Franchisor requests a non-refundable cash before signing up Franchisees need to keep an eye out for requests that cannot be made by a franchisor. Garber-Rosenzweig says potential buyers should be wary of “significant capital expenditure not addressed or disclosed in the disclosure document before the franchisee signed the agreement. ” She adds, “release from liability”, which is a legal document between two parties — the Releasor or person promising not to sue — and the Releasee or person or company who is potentially liable, “cannot be... - Published: 2016-07-07 - Modified: 2016-07-07 - URL: https://www.gablelawyers.com.au/2016/07/07/what-happens-if-i-dont-make-money-in-my-franchise/ - Categories: Franchisee, Franchising, In The Media - Tags: misrepresentations, restructure, selling franchise, surrender of franchise, what went wrong PUBLISHED ON 7TH OF JULY 2016 ONLINE – FRANCHISING MAGAZINE After some deliberations, due diligence and thorough research you have made a decision and purchased a franchise business. However, the business is not performing as you expected and the income is not coming in or is coming in much slower than anticipated. You start asking: “What went wrong and why? ” First thing to do is not to panic. You need to assess your options and look at your business as a whole in order to ascertain the best option moving forward. Assessing the business You should find out all the information about the business before you took over. Was it profitable? How was it operated? What is different in your way of operating it? Have fixed costs such as rent gone up a considerable amount? What other changes have occurred in the last year or two? Are you following the system? These are just some of the questions you should be asking. You also need to look at the history of your franchise business and work out at what point it turned from a profitable business, if this was ever the case, into a business causing you more debt. Look at what changes have occurred in the last 12 to 24 months including changes in staff, menus, product offering, hours of operation and any new competitors. Look at how the other franchisees in your system run their businesses, find out if there are any differences in operations or marketing... - Published: 2016-05-06 - Modified: 2016-05-26 - URL: https://www.gablelawyers.com.au/2016/05/06/buy-franchise-family/ - Categories: Franchise Law, Franchisee, Franchisee, Franchising, In The Media - Tags: buy a franchise with your family, buying a franchise, family and franchise, family franchise, Gable Lawyers, Jane Garber-Rosenzweig PUBLISHED ON 26TH OF APRIL 2016 ONLINE – FRANCHISING MAGAZINE (by Noha Shaheed) The best things about a family are that you can completely be yourself. Unconditional love is a significant part of the relationship, and you have each other’s backs. Differences can occur from time to time, but you know your family members like the back of your hand; their favourite restaurant, ice-cream flavour, and their pet peeves. image: http://www. franchisebusiness. com. au/getmedia/f8dec544-7432-4c91-bc3e-01f96b0f758a/swift-locksmith-exeter-keeping-a-family-safe. aspx But should you buy a franchise with them? Shane Steinwall, CPA at Axis Accounting, says the benefits of buying a franchise with family limits financial risk, allows members to harness their talents and skills for the business, and allows franchisees to demonstrate a greater sense of loyalty and commitment to each other and the business. “Family run franchises tend to be less driven by short-term financial results and are prepared to sacrifice short-term gains for the achievement of longer-term goals, which allows them to align the deployment of resources with their strategic objectives,” says Steinwall. “A family run franchise could provide financial rewards to both active and non-active family members,” he adds. “When entering into a franchise with family it would be best to clearly identify the roles and responsibilities of each family member and preferably have this written down. ” Steinwall says that family members need to have a good understanding of their financial situation. Potential franchisees should research the market and as many franchise opportunities as possible to understand what their financial obligations... - Published: 2016-02-14 - Modified: 2016-02-15 - URL: https://www.gablelawyers.com.au/2016/02/14/looking-for-a-franchise-for-sale-what-are-the-risks/ - Categories: Blog, Franchise Law, Franchisee, Franchisee, Franchising, In The Media - Tags: buying a franchise, follow system, franchise lawyer, franchisee, franchisor, lack of support, risks of franchising PUBLISHED ON 11TH OF FEBRUARY 2016 ONLINE - FRANCHISING MAGAZINE Buying a franchised business is often seen by franchisees as a definite path to making large sums of money. This may be true for some, however, there are a number of inherent risks in buying a franchised business for potential franchisees which must not be ignored. These risks must be assessed, weighed up and considered in the overall decision of investing into a business. Unreasonable expectations Franchisees often have extremely high expectations of the business they are buying, including its earning and growth potential. Some of these expectations may have been set as a result of information provided by the franchisor but in many cases it is a general perception of what the business in question should make as opposed to the reality and factual figures. It should be remembered that even the most recognised brands will yield different financial results in different areas. The financial success of a franchised business will depend on its location, visibility, amount of rent and outgoings payable, higher competition in a particular area and the ability of the franchisee to operate and grow their business. Lack of support One of the major benefits of franchising is being able to rely on the franchisor for support and guidance. However, this may be lacking in some franchise systems. Every franchisor and their offering is different. Lots of consideration must be given to finding out how much support a particular franchisor offers, what is included and how... - Published: 2015-11-11 - Modified: 2016-02-10 - URL: https://www.gablelawyers.com.au/2015/11/11/what-you-can-learn-from-the-gelare-case/ - Categories: Franchise Law, Franchisee, Franchising, Franchisor, In The Media - Tags: estimated earnings, Fair Trading Act 1999 (Vic), Forest Hill Chase, Franchising, Gelare International Pty Ltd, misrepresentation, Peter Buckingham, potential earnings, Spectrum Analysis, Trade Practices Act 1974 PUBLISHED ON 11TH OF NOVEMBER 2015 ONLINE - FRANCHISING MAGAZINE Franchisors, beware of providing earnings predictions and be ready to back them up: the Gelare lesson Many franchise lawyers have, for many years, advised their franchisor clients not to provide any earnings estimates to potential franchisees. Furthermore, the advice has always been that if any earnings predictions are made by the franchisor, they must be based on the real data through a process of examining all variables and only making assumptions which can be derived using maths and formulae. Last month ice cream franchise chain Gelare International Pty Ltd learned an expensive lesson – up to the value of $788,980 plus legal costs. The franchisor was brought to court by a part franchisee, Palis Victoria Pty Ltd, alleging misrepresentation and unconscionable conduct under the Trade Practices Act 1974 and under the Fair Trading Act 1999 (Vic). The issue of costs is still to go before the judge at the end of this month. There are many facts, written communications between the parties and arguments about what has transpired during the relevant time periods in the case. Arguments took place about what exactly was represented to the franchisee by the franchisor at the time the franchisee was considering joining the franchise. However, the nuts and bolts of the case involve an allegation, which was accepted by the judge, that an estimated revenue prediction made by the franchisor to the Forest Hill Chase franchisee greatly exceeded the amount which the franchisee was... - Published: 2015-11-03 - Modified: 2015-12-16 - URL: https://www.gablelawyers.com.au/2015/11/03/when-do-i-need-to-find-a-franchise-lawyer/ - Categories: Franchise Law, Franchisee, Franchising, In The Media - Tags: disclosure document, find a franchise lawyer, franchise agreement, franchise lawyer, Franchising Code of Conduct, legal advice, potential franchisee PUBLISHED ON 2nd OF NOVEMBER 2015 ONLINE - FRANCHISING MAGAZINE I am ready to buy a franchise: when should I seek legal advice and what type of advice should I seek? Potential franchisees often wonder at which stage of their search for a perfect franchise business they should engage a lawyer. The simple answer is at the very beginning. Once you choose a franchise system to join, you should contact a lawyer immediately. A franchise lawyer can assist you with the following types of advice: 1. Structuring Prior to buying any type of business, you should consider how your purchase will be structured. The options include a company, a trust, a combination of the two or trading as a sole trader. These options must be discussed with both a solicitor, in relation to asset protection, and an accountant, in relation to tax consequences. 2. Due diligence and review of franchise documentation A franchise lawyer can assist in undertaking normal business and franchise related due diligence. This includes undertaking all relevant searches to find out all the information needed about the franchisor and, if the business is currently operated by another franchisee within the system who is selling, information about them. It includes working out whether the assets of the business are in any way encumbered. A franchise lawyer is able to review the franchise documents, including the franchise agreement, disclosure document and a licence agreement (and / or a lease) and to provide relevant advice, including: what terms should and... - Published: 2015-10-27 - Modified: 2015-12-06 - URL: https://www.gablelawyers.com.au/2015/10/27/take-steps-to-avoid-disputes-with-your-franchisees/ - Categories: Franchise Law, Franchisee, Franchising, Franchisor, In The Media - Tags: disputes, earnings, franchise, franchise relationship, Franchising Code of Conduct, misrepresentation PUBLISHED ON 29TH OF SEPTEMBER 2015 ONLINE - FRANCHISING MAGAZINE What can franchisors do to prevent disputes with franchisees? Franchising industry has, over the years, endured many high profile disputes between franchisors and franchisees. In most cases, lack of communication together with poor selection of franchisees have been the contributing factors to many franchise disputes. In Australia, there are numerous avenues available if a dispute arises in a franchise relationship, including mediation and formal legal proceedings. However, these are expensive and time consuming. Instead, parties should aim to avoid disputes, as prevention is always better than cure. Why does conflict surface in a franchise relationship? There are many causes of disputes. However, in most cases, disputes arise as a result of one of potential triggers for a conflict, including: 1. Misrepresentations and overselling by the franchisor at the beginning of a franchise relationship; 2. Lack of profitability of the franchisee; 3. Misfit of the franchisee and the franchise system; or 4. Poor communication before the start of and during the franchise relationship. Avoid misrepresentation Before any franchisee signs on the dotted line, a franchisor must provide each potential franchisee with all the information needed to assess the franchise opportunity. Amongst the documentation required to be provided by franchisors is a disclosure document, format of which is contained in Annexure 1 of the Franchising Code of Conduct. The disclosure document outlines information which is vital to franchisees in deciding whether or not to enter into the franchise agreement and the viability... - Published: 2015-09-30 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/09/30/what-happens-if-i-cannot-pay-my-franchise-royalties/ - Categories: Franchise Law, Franchisee, Franchising, In The Media - Tags: franchise royalties, Franchising Code of Conduct PUBLISHED ON 24TH OF AUGUST 2015 ONLINE - FRANCHISING MAGAZINE When buying a franchise, all potential franchisees have the vision of running a successful business and complying with the franchise agreement. However, the reality of business and the tough economic conditions may result in inability to pay the bills when they fall due including the royalties due to the franchisor. So if you find yourself in a predicament of not being able to pay the franchise royalties, the best thing to do is to speak with the franchisor without delay. Discussing your financial troubles with the franchisor may seem daunting. However, it is much more productive if all parties in the franchise relationship are on the same page. The open conversation with the franchisor may also make the situation much less stressful for you. Your financial struggle may only be of a temporary nature, for example you may fall ill or something unexpected may happen in your personal life. Even if your issues are ongoing and are of more permanent nature, the franchisor may be better equipped to make suggestions as to how you can trade out of the financial struggles. The franchisor may offer you a royalty free period and even negotiate a rent relief with the landlord. You may also wish to ask for the franchisor’s consent to try and sell your business and cut your losses. Many franchisors will agree and assist with such sale. In some cases, the franchisor may even buy your business back. However,... - Published: 2015-08-29 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/08/29/7-mistakes-to-avoid-when-you-buy-a-franchise/ - Categories: Franchise Law, Franchising, Franchisor, In The Media - Tags: buy a franchise, exit strategy, franchise agreement, franchise system PUBLISHED ON 9TH OF JUNE 2015 ONLINE - FRANCHISING MAGAZINE PUBLISHED IN PRINT - JULY/AUG EDITION OF FRANCHISING MAGAZINE Investing in any business opportunity, franchising or stand alone, is a daunting experience. However, when considering purchasing a franchise business, you should avoid making unnecessary mistakes and learn from others who have gone down the same path before. I have acted for many franchisees over the years and the following seem to be common mistakes made by potential franchise business owners: 1. Not doing enough due diligence Due diligence is an assessment process of the potential business opportunity. It is a way to verify the financial and other records of the business, its financial viability and to discover all operational, financial or other current and potential problems. The importance of conducting thorough due diligence with the help of your financial and legal advisers is often not given the attention it deserves. 2. Underestimating the financial commitment One of the biggest mistakes a franchise business buyer can make is underestimating how much money they will be investing over the period of their franchise agreement. This is where advice from a reputable accountant is vital. Keep in mind that whatever figure you think will represent your total financial commitment, you should add a minimum of 10 percent to it. You must never buy a business that you cannot afford, as it is a sure recipe for failure. 3. Not speaking with other franchisees Speaking with others that have been operating within the franchise... - Published: 2015-07-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/07/27/will-my-franchise-agreement-automatically-renew/ - Categories: Franchise Law, Franchising, Franchisor, In The Media - Tags: extend the agreement, franchise agreement, new agreement, notifying the franchisor PUBLISHED ON 27TH OF JULY 2015 ONLINE - FRANCHISING MAGAZINE You buy a franchise, sign up for a five year term with the option to renew, and look forward to trading for years ahead. But will the agreement be automatically renewed? The short answer is, no. There is no inherent legal right for franchise agreements to be automatically renewed, unless expressly specified. Despite that, franchisees are frequently mistaken about the total duration of their franchise agreements, believing that the renewal term is included as an irrevocable right. However, this is not the case. Although many franchise systems offer a renewal term to franchisees as part of the total package offered, renewal is dependent on various conditions being met. Six conditions you might need to meet: 1. The franchisee notifying the franchisor in writing of the franchisee’s intention to renew the franchise agreement within a prescribed period (between three and nine months) before the initial term expires. This is the simplest condition to comply with and yet the easiest to be overlooked. If the franchisee does not notify the franchisor of their intention to renew at the right time, he or she may be unable to continue as a franchisee after the initial term expires. It should be noted that the Franchising Code of Conduct requires franchisors to notify each franchisee, in writing, whether the franchisor intends to either: extend the agreement; or enter into a new agreement, if the term of the franchise agreement is six months or longer, then... - Published: 2015-07-06 - Modified: 2015-12-02 - URL: https://www.gablelawyers.com.au/2015/07/06/grooming-successful-multi-unit-franchisees-what-franchisors-need-to-know/ - Categories: Franchise Law, Franchising, Franchisor, In The Media - Tags: Multi-unit franchising, Performance indicators, Recruitment programs, Support system, Training programs PUBLISHED ON 6TH OF JUly 2015 ONLINE - FRANCHISING MAGAZINE There are many ways a franchisor can grow the franchise brand. Multi-unit franchising is one way for some of the most well-known brands to grow their system, especially within the retail sector. Some types of franchise systems are more suitable for multi-unit franchising than others. For example, in a retail franchise the store can be operated by the franchise owner or any of its staff members who have been properly trained, making a retail model more suitable for multi-unit franchise ownership. However, for franchisors to allow any of their franchisees to take on more than one franchise, they must give a lot of consideration to the issues arising with owning more than one business. The most important question to ask is whether the franchisor’s system is suitable for multi-unit franchising. This means whether the type of the franchise business allows for the delegation of most duties to an employee within each franchise business. Once it is established that the franchise system is suitable for multi-unit franchising, the franchisor would need to consider the following: Performance indicators The business and financial performance indicators that should be implemented by the franchisor to ensure the conduct of all franchise businesses operated by a multi-unit operator are successful. Training programs Development and implementation of training program(s) tailored to teach its potential franchisees all the required management and business skills, which are required to operate multiple businesses. Support system Requirements of multi-unit franchisees in running... - Published: 2015-06-20 - Modified: 2016-02-10 - URL: https://www.gablelawyers.com.au/2015/06/20/buying-a-franchise-the-basics-you-need-to-know/ - Categories: Franchise Law, Franchisee, Franchising, In The Media - Tags: ACCC, buying a franchise, follow the rules, franchise agreement, Franchising PUBLISHED IN JUNE 2015 ONLINE - FRANCHISING MAGAZINE Franchising has, for many years, been an attractive option for business purchasers as it offers an increased degree of security. Potential franchisees look for big brand names, which are well established in the market, have a great reputation, and a system that works, all while eliminating the headache of starting a business from scratch. However, before signing on the dotted line, thorough due diligence must be undertaken. This includes review of all financial data and documentation presented by the franchisor and, if applicable, current franchisee of the business, as well as all other data available about the franchisor and the franchise system. It is recommended that the following questions be asked and answered as a starting point: 1. What is the total investment required, upfront and on-going? Both the franchise agreement and the disclosure document should list all the current and potential costs payable up-front and during the term of the franchise. An assistance from an accountant should be sought to help with creation of budgets and forecasts. Further, financial requirements, including required borrowings, must be discussed with a banker to know how much you can afford without overstretching to avoid any potential financial difficulties in the future. 2. What is the perception of the franchise system in the market place? You should search all the information available on line and in print media in order to ascertain the perception of the franchisor in the market place, any bad publicity and any... - Published: 2015-06-20 - Modified: 2015-12-07 - URL: https://www.gablelawyers.com.au/2015/06/20/why-it-pays-for-a-franchise-buyer-to-link-a-lease-and-a-franchise-agreement/ - Categories: Franchise Law, Franchisee, Franchising, Franchisor, In The Media, Leasing - Tags: approval of premises, bankrupt franchisor, lase, lease and franchise agreement, linking term of lease, refurbishment, upgrade PUBLISHED ON 8TH OF MAY 2015 ONLINE - FRANCHISING MAGAZINE When you buy a franchised business, the franchise agreement is one of the most important documents you will need to sign. However, if the potential franchised business is premises-based, the lease of the premises will be equally important. What you must ensure is that the provisions in the franchise agreement and the lease correlate with each other to ensure that there is no conflict between them. During the due diligence period in reviewing all the legal and financial documentation of the potential franchised business, you must pay close attention to any provisions that could affect your performance as a tenant. What to look out for 1. Franchisor’s approval of the premises. The franchisor may be helping you in choosing a suitable site or you may need to present the site to the franchisor, once it has been found, and obtain their written approval. 2. The term of the lease, and any renewal options, should be aligned with the term and the options contained in the franchise agreement. If the lease runs longer or shorter than the term of the franchise agreement, then you may have one of the two very unnecessary and expensive scenarios: having a business and no premises to operate it from or no longer having a business to operate (as the franchise agreement expired) and being stuck with the lease, which would still be on foot. 3. Franchisor’s approval of the fitout of the premises, which often... - Published: 2015-04-29 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/29/when-do-you-get-franchise-documents/ - Categories: In The Media PUBLISHED ON 7TH OF APRIL 2015 ONLINE - FRANCHISING MAGAZINE When should you, a franchise buyer, get your franchise documents and what should you do with them? Here are some simple tips for dealing with the essentials. You have chosen a franchise brand. You have made contact with the franchisor. You have gone through the initial screening process, which is different for every franchise system. What’s next? Once you, as a potential franchisee, sign the confidentiality deed, which is usually required before franchise documents can be provided, you will be issued with the following four documents by the franchisor:a disclosure documenta franchise agreementa copy of the Franchising Code of Conductan information statement outlining the risks and rewards of franchisingThe franchisor may also provide you with other marketing and additional financial information about the franchise system, but is not required to do so. Please note that the above-mentioned four documents (with the franchise agreement in final form) must be given to you by the franchisor at least 14 days before you start, renew or extend a franchise agreement or pay a non-refundable deposit. Time to get a lawyer and an accountantAt that point, you should engage professional advisers, such as an accountant and a solicitor, who specialise in franchising. You should also speak with a financial institution and apply for a loan, if required, to cover the total financial outlay required. An accountant would assist with reviewing the facts and figures contained in the franchise agreement and disclosure document, creating of forecasts of the business’... - Published: 2015-04-29 - Modified: 2015-12-02 - URL: https://www.gablelawyers.com.au/2015/04/29/5-top-tips-for-selling-your-franchise-system/ - Categories: Franchise Law, Franchisee, Franchisee, Franchising, In The Media PUBLISHED ON 25TH OF march 2015 ONLINE - FRANCHISING MAGAZINE Over the last decade, many franchise systems in Australia have changed hands. It is prudent for every franchisor to have an exit strategy and to have all their ducks in a row should a potential buyer come along with an offer. The most important thing to remember is the more organised you are, the better sale price you will be able to achieve. Some of the legal issues to consider in preparing your franchise system for sale are listed below. 1. Copies of necessary documentation The franchisor should keep copies of all fully signed and dated documents, including but not limited to: Franchise agreements Certificates required by the Franchising Code of Conduct to be obtained from every franchisee Signed receipts of the disclosure document (signed by each franchisee) Leases Licence agreements Supplier agreements Operations manual together with all policies and procedures of the system Any territory analysis performed in deciding on the split of territories, if applicable Copies of any permits or licences required to operate the franchisor’s business List of all intellectual property, including trademarks, designs and patents, domain names and certificates of registration of any registered intellectual property IP Licence agreement(s), if the intellectual property used in the franchisor’s system is owned by a party other than the franchisor List of all employees and copies of their employment contracts List of and copies of any guarantees signed by the director(s) of the franchisor The franchisor should ensure that... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/5-top-tips-for-selling-your-franchise/ - Categories: In The Media PUBLISHED ON 25TH OF MARCH 2015 ONLINE - FRANCHISING MAGAZINE Over the last decade, many franchise systems in Australia have changed hands. It is prudent for every franchisor to have an exit strategy and to have all their ducks in a row should a potential buyer come along with an offer. The most important thing to remember is the more organised you are, the better sale price you will be able to achieve. Some of the legal issues to consider in preparing your franchise system for sale are listed below. 1. Copies of necessary documentationThe franchisor should keep copies of all fully signed and dated documents, including but not limited to:Franchise agreementsCertificates required by the Franchising Code of Conduct to be obtained from every franchiseeSigned receipts of the disclosure document (signed by each franchisee)LeasesLicence agreementsSupplier agreementsOperations manual together with all policies and procedures of the systemAny territory analysis performed in deciding on the split of territories, if applicableCopies of any permits or licences required to operate the franchisor’s businessList of all intellectual property, including trademarks, designs and patents, domain names and certificates of registration of any registered intellectual propertyIP Licence agreement(s), if the intellectual property used in the franchisor’s system is owned by a party other than the franchisorList of all employees and copies of their employment contractsList of and copies of any guarantees signed by the director(s) of the franchisorThe franchisor should ensure that all franchise agreements and other documents are properly executed and dated, and implement a process... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/6-things-you-need-to-know-about-franchising-and-intellectual-property/ - Categories: In The Media PUBLISHED ON 27TH OF JANUARY 2015 ONLINE - FRANCHISING MAGAZINE Franchising is a form of licensing where the franchisee is licensed by the franchisor to use its intellectual property (trade marks, copyright, know-how, trade secrets, designs, patents, branding, operational manuals, business concept, methodologies, recipes, etc). Franchising is also considered as one of the most effective ways of exploiting intellectual property, which is the main attraction of buying a franchise. Before entering into a franchise relationship, a potential franchisee must, as part of their due diligence, ask the following questions:1. Who owns the franchisor’s intellectual property rights? In most franchise systems, either the franchisor or as associate of the franchisor owns all the intellectual property rights of the franchisor’s brand. This information can be found in section 8 of the franchisor’s disclosure document. 2.  How can you check if the franchisor’s brand has any registered trademarks, designs and/or patents? IP Australia is a government agency which administers registration of all intellectual property rights in Australia. These include patents, trademarks and designs. Anyone is able to check IP Australia’s registers for free at www. ipaustralia. gov. au. 3. Why in many franchise systems does a separate company own the intellectual property? When a franchise system is set up, asset protection is one of the areas discussed at length by the franchisor’s legal and accounting advisers. Setting up a separate entity to own the intellectual property of the franchise system allows the franchisor to ensure its intellectual property is completely protected in the event... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/how-to-work-with-your-lawyer/ - Categories: In The Media PUBLISHED ON 18th of december 2014 ONLINE - FRANCHISING MAGAZINE When purchasing a franchised business, it is highly advisable to obtain advice from a franchise lawyer, as it is a decision that should not be made lightly and requires careful consideration. However, before you instruct your lawyer, you should remember the following five points:1. Engage a lawyer with experience in franchising If your lawyer does not have any franchising experience, then you will be inadvertently paying them to learn franchising. They may also miss some of the intricacies in relation to the franchising documents. 2. Ensure you know the total legal costs All lawyers are bound by the relevant State or Territory’s disclosure rules for lawyers. This includes providing estimates of costs upfront prior to commencing to act for you. Many lawyers in the franchising industry will provide advice on a fixed fee basis, which makes it more transparent and easier to budget for. 3. Do your own due diligenceResearch the franchise sector, the particular franchise system you are looking to buy and its competitors. If the franchise you are interested in is premises-based, ensure that you have researched the site to confirm that it is located in a prominent location with adequate foot traffic. Consult with an accountant in relation to all costs involved and listed in the franchise agreement and the lease, prepare a budget and draw up projections of profits and cash flow. Have a look at the legal documents yourself to see whether the duration of the franchise... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/what-the-franchisor-can-do-to-ensure-you-comply/ - Categories: In The Media PUBLISHED ON 2nd OF december 2014 ONLINE - FRANCHISING MAGAZINE When you invest in a franchise you sign up to some form of compliance. But can the franchisor really enforce you to follow the rules? Franchising is a business relationship between a franchisor, who is the creator of a system or method of doing business within a particular brand, and franchisees, who are independent people or entities, licensed to operate the replicated version of such system. One of the key factors for a franchise network to be successful is franchisee compliance with the franchisor’s policies and procedures. It is essential for a franchisor to be able to exercise significant control over their systems, including ensuring franchisee compliance and managing the poorly performing franchisee, in order for the franchise model to be effective and to protect their brand. As a result, franchisors require all of their franchisees to enter into onerous franchise agreements, which govern the franchise relationship. From the perspective of the franchisor, the franchise agreement needs to ensure that there is no ability to remodel, damage, or operate the franchisee’s business in any manner which is contrary to the policies and procedures of the franchisor. Incorporation of the franchisor’s policies and procedures and the operations manual into the franchise agreement is vital in guaranteeing the ability to enforce franchisee compliance.  Franchisors must be able to dictate strict guidelines concerning the required structure and operation of each franchised business, including choice of location, signage, hours of operations, products sold and... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/what-does-a-franchise-lawyer-want-to-know/ - Categories: In The Media PUBLISHED ON 29th of august 2014 ONLINE - FRANCHISING MAGAZINE When you get legal advice about a franchise investment, what will a franchise lawyer want to know about you and your choice of franchise? Buying a franchise, like buying any business, requires a lot of thought and due diligence.  Reviewing legal documents is only one of many aspects that will need careful consideration.  Other aspects requiring your attention will include thorough assessment of your personal circumstances, searching and finding a business that is suitable, reviewing all financial data provided, inquiring further into the reputation and market perception of the franchisor and the franchise system in question, and many others. A franchise lawyer will want to know that you have dotted your i’s and crossed your t’s in assessing the potential franchise investment as a whole and will ask in relation to some or all of the following:1. Preliminary questionsHave you done your research about the particular franchise system you are looking at buying? What have you found? What is the perception of the franchise system by consumers? Is the site (if the franchise business is to operate from specific premises) in a prominent location with adequate foot traffic? What are the total costs of your investment? What are the projections of profits? How long is the term of the franchise agreement and the lease? How many competitors does the franchise business have? Have you considered the opportunity provided as against its competitors in the market place? What is the vicinity... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/five-commonly-asked-legal-questions-by-franchisees/ - Categories: In The Media This article appearED in the July/August 2013 issue of Business Franchise Australia & New Zealand In what circumstances may a franchisee terminate the franchise relationship? Generally speaking, a franchisee may terminate the franchise relationship in four circumstances. (a) Within seven days after signing the franchise agreement or making a payment under the franchise agreement. This is called a ‘cooling off period’ and is the right given to franchisees by the Franchising Code of Conduct (“the Code”). However, it should be noted that the right of cool off does not apply to any renewals, extensions, extensions of scope or transfers of existing franchise agreements. (b) If the franchisor consents to early termination. There may be circumstances where the franchisor will agree to let the franchisee out of the franchise agreement early with no or minimal penalty imposed on the franchisee. These circumstances are rare. (c) In accordance with any other rights under the particular franchise agreement if the franchisor is in breach. If the franchisor has breached an essential or fundamental term of the franchise agreement and has not remedied the breach within a certain timeframe after receiving a written notice from the franchisee outlining the breach and how it can be rectified, the franchisee may be entitled to terminate the franchise agreement. (d) At common law if:(i) the franchisor has repudiated the franchise agreement by indicating that it no longer wishes to be bound by its terms;(ii) the franchisor breaches an essential term of the franchise agreement; or(iii)the franchisee was... - Published: 2015-04-27 - Modified: 2015-04-27 - URL: https://www.gablelawyers.com.au/2015/04/27/what-happens-if-my-business-partnership-breaks-up/ - Categories: Uncategorised PUBLISHED ON 22nd OF FEBruary 2011 ONLINE & in Print - FRANCHISING MAGAZINE The collapse of any business relationship and the ramifications it has for the parties is often underestimated. Breakups are usually acrimonious and involve many personal and business issues. A partnership in a franchise business is usually between two or more people who may operate as a partnership in the true sense or they may operate through a corporate or trust structure. Usually, all partners are actively involved in the business, have made a financial investment and rely on the business’s performance for a financial return.  A partnership or shareholder dispute really only has four outcomes: the parties reconcile and business goes on; the franchise is sold to a third party; one party buys out the other party; or the franchise is shut down. The last three have implications for the partners, which are discussed in this article. Consequences under the partnership agreementIt is good business practice for the potential partners of a partnership to draft and sign a partnership agreement before the partnership starts operating. If the business is run through a company, then this agreement is a shareholders agreement. The agreement should specify the steps to be taken in the event of irreconcilable differences, dispute resolution and default by a party.  If a break-up arises, the agreement can define the procedural steps to be taken, including how the assets and liabilities are split between the parties and what happens with the business. A good agreement should... - Published: 2015-04-27 - Modified: 2015-12-01 - URL: https://www.gablelawyers.com.au/2015/04/27/when-do-you-get-franchise-documents-2/ - Categories: In The Media Published on 7th of April 2015 online - Franchising magazine When should you, a franchise buyer, get your franchise documents and what should you do with them? Here are some simple tips for dealing with the essentials. You have chosen a franchise brand. You have made contact with the franchisor. You have gone through the initial screening process, which is different for every franchise system. What’s next? Once you, as a potential franchisee, sign the confidentiality deed, which is usually required before franchise documents can be provided, you will be issued with the following four documents by the franchisor:a disclosure documenta franchise agreementa copy of the Franchising Code of Conductan information statement outlining the risks and rewards of franchisingThe franchisor may also provide you with other marketing and additional financial information about the franchise system, but is not required to do so. Please note that the above-mentioned four documents (with the franchise agreement in final form) must be given to you by the franchisor at least 14 days before you start, renew or extend a franchise agreement or pay a non-refundable deposit. Time to get a lawyer and an accountant. At that point, you should engage professional advisers, such as an accountant and a solicitor, who specialise in franchising. You should also speak with a financial institution and apply for a loan, if required, to cover the total financial outlay required. An accountant would assist with reviewing the facts and figures contained in the franchise agreement and disclosure document, creating of forecasts of the...