Master Franchise Contract Template for Switzerland

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Key Requirements PROMPT example:

Master Franchise Contract

I need a Master Franchise Contract under Swiss law for a luxury spa business, with rights to develop sub-franchises across German-speaking Europe, including specific provisions for maintaining high-end service standards and protecting our proprietary wellness treatments.

Document background
The Master Franchise Contract is utilized when a franchisor wishes to expand their business through a master franchisee who will develop and manage a territory, typically with the right to grant sub-franchises. This agreement is particularly crucial in the Swiss market, where specific legal requirements must be met regarding commercial relationships, intellectual property protection, and competition law. The document establishes the master franchisee's rights and obligations, including territory development commitments, fee structures, operational standards, and sub-franchising procedures. It incorporates Swiss legal requirements while protecting the franchisor's system and brand integrity, making it essential for businesses seeking to expand through the master franchise model in or from Switzerland.
Suggested Sections

1. Parties: Identification of the franchisor and master franchisee, including full legal names, registration details, and addresses

2. Background: Context of the agreement, description of the franchise system, and parties' objectives

3. Definitions: Comprehensive list of defined terms used throughout the agreement

4. Grant of Rights: Scope of master franchise rights, territorial exclusivity, and sub-franchising rights

5. Term and Renewal: Initial duration of the agreement and conditions for renewal

6. Fees and Payment Terms: Initial fees, ongoing royalties, and payment mechanisms

7. Obligations of the Franchisor: Support, training, and assistance to be provided by the franchisor

8. Obligations of the Master Franchisee: Development schedule, operational requirements, and sub-franchisee management duties

9. Intellectual Property Rights: Usage of trademarks, patents, and system know-how

10. Quality Control: Standards maintenance and compliance requirements

11. Confidentiality: Protection of confidential information and trade secrets

12. Sub-Franchising Provisions: Requirements and procedures for granting sub-franchises

13. Marketing and Advertising: Marketing obligations and coordination between parties

14. Reporting and Audit Rights: Financial reporting requirements and audit provisions

15. Default and Termination: Grounds for termination and consequences

16. Post-Termination Obligations: Duties and restrictions after agreement ends

17. Governing Law and Jurisdiction: Application of Swiss law and dispute resolution mechanisms

Optional Sections

1. Development Schedule: Specific timeline for territory development, used when rapid expansion is crucial

2. Performance Guarantees: Minimum performance requirements, included when specific growth targets are essential

3. International Operations: Special provisions for cross-border activities, needed for international master franchises

4. Supply Chain Requirements: Mandatory supplier relationships and procurement procedures, if applicable

5. Technical Services: Additional technical support provisions, included for technically complex franchise systems

6. Data Protection: Detailed FADP compliance provisions, required when significant personal data processing is involved

7. Currency and Exchange Provisions: Required for international operations with multiple currencies

8. Force Majeure: Detailed provisions for unforeseen circumstances, recommended for long-term agreements

9. Step-In Rights: Franchisor's right to take over operations in specific circumstances

Suggested Schedules

1. Territory Description: Detailed definition of the granted territory with maps and boundaries

2. Fee Schedule: Comprehensive breakdown of all fees, royalties, and payment terms

3. Brand Standards Manual: Detailed operational standards and procedures

4. Trademark Register: List of all registered trademarks and intellectual property

5. Initial Training Program: Details of required initial training for master franchisee

6. Development Schedule: Detailed timeline for opening sub-franchised units

7. Required Equipment and Supplies: Specifications for mandatory equipment and approved suppliers

8. Form of Sub-Franchise Agreement: Template agreement for use with sub-franchisees

9. KPI Requirements: Detailed performance indicators and measurement methods

10. Marketing Guidelines: Specific requirements for marketing and advertising

11. Insurance Requirements: Detailed insurance coverage requirements and minimums

12. Technical Specifications: Detailed technical requirements for premises and equipment

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Food & Beverage

Retail

Hospitality

Professional Services

Education & Training

Healthcare Services

Fitness & Wellness

Automotive Services

Real Estate Services

Technology & Software

Personal Care Services

Home Services & Maintenance

Fashion & Apparel

Entertainment & Recreation

Relevant Teams

Legal

Operations

Commercial

Finance

Compliance

Business Development

International Expansion

Brand Management

Territory Development

Franchise Operations

Contract Administration

Risk Management

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Chief Operating Officer

Franchise Development Director

Legal Counsel

Head of Franchising

Commercial Director

Operations Director

Business Development Manager

Franchise Manager

Contract Manager

Compliance Officer

Territory Development Manager

Brand Manager

International Expansion Director

Chief Financial Officer

Industries
Swiss Code of Obligations (Obligationenrecht): The fundamental law governing contracts and commercial relationships in Switzerland, particularly Articles 394-406 on agency contracts which are often applied analogously to franchise agreements
Swiss Federal Act on Cartels and Other Restraints of Competition: Regulates competition law aspects, including vertical agreements and potential restrictions in franchise relationships
Swiss Federal Act on Data Protection (FADP): Governs the handling of personal data, which is crucial for franchise operations and customer data management
Swiss Federal Act on Trademarks and Indications of Source: Regulates trademark protection and licensing, essential for protecting the franchise brand and system
Swiss Federal Act on Unfair Competition (UCA): Protects against unfair business practices and regulates post-contractual non-compete clauses
Swiss Federal Act on Patents for Inventions: Relevant for protecting any patentable aspects of the franchise system and related technology transfer
Swiss Federal Act on Copyright and Related Rights: Protects materials such as operations manuals, training materials, and other copyright-protected franchise system components
Swiss Federal Act on Employment (Employment Law): Important for proper structuring of the franchise relationship to avoid reclassification as employment relationship
Swiss Civil Code: Contains general principles of law and provisions on legal entities that may be relevant to franchise relationships
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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