519 672 2121
519 672 2121
Close mobile menu

A number of our successful clients use licensing arrangements to manufacture and/or distribute their proprietary technology, processes, business formats or products around the globe.

In some situations licensing may be preferred to franchising for the distribution of goods and services. In some jurisdictions, franchising may entail significant expense in the establishment of the necessary legal structure, documentation and registration. A license arrangement may be established at the outset, followed by a full-blown franchise arrangement, once the product or service is established and retained earnings will fund the growth of the system. Issues of payment structure, control, and certain tax issues are crucial to the determination of whether a license arrangement will escape application of relevant franchise legislation.

Licensors require the right legal structure (including a consideration of the relative advantages of joint ventures, partnerships, limited partnerships, limited liability companies, corporations and franchises). A successful agreement also requires a superior negotiating team. A successful negotiation should make the parties want to do business with each other more than they wanted to before the negotiation began.

Licenses and royalty agreements must be clear, understood by all parties, and a mechanism for securing payment must be available to ensure that the licensor or royalty holder will receive payment. Various securitization techniques and knowledge banking instruments are a must. Excellent documentation avoids disputes, while providing the maximum of protection in the event a dispute does arise. Superior documentation is also a pre-requisite to obtaining financing: sub-standard agreements will not pass muster with investor’s counsel.

In some cases, we have established federal or provincial cooperatives in order to exempt a client’s system from the application of franchise laws. Our firm prepared the materials and negotiated the only Ministerial exemption to be granted to any cooperative under the current Alberta Franchises Act.

A single license agreement may contain a combination of manufacturing agreements, marketing agreements, distribution agreements, guarantees, supply agreements, security agreements, licensing of proprietary rights to products, licensing use of copyrights, trademarks, and trade names.

Our experience in negotiating license agreements on behalf of our clients ensures that our clients achieve their personal and monetary goals, are paid with cash money, and place our client in the most advantageous position in the event of a dispute.

Lawyers Across Our Firm

With over 80 lawyers who focus on diverse areas of the law, we can help you. Start here.

Find a Lawyer

Reviews

5 out of 5 stars.

Adnan was invaluable in helping us through our various acquisitions as fast a paced growth Fintech company. Despite being in a unique industry, Adnan demonstrated his expertise time and time again by supporting us through difficult negotiations, ensuring our interest were protected at all times, and ensuring the deals were completed in a cordial and timely manner. On top of all of that, we needed regular support with various internal corporate matters, all of which Adnan handled with comfort and ease. Adnan is also very well connected in the industry and was readily able to link us with the necessary experts we needed to handle the various legal matters. Most of all, what impressed me the most, is Adnan’s commitment and dedication and the late hours he spent ensuring he was always available at the critical times to address any issues that came up. - S.K.

5 out of 5 stars.

I am certainly grateful for Jill McCartney and Madeline McKinnon for all the time they spent on the class action for my and many others issue. People like me do not understand all the legal procedures and get impatient but the team was there to answer any questions or concerns no matter how many times I called or e-mailed and encouraged me to do so . In the end Jill made sure I totally understood the decisions.  Thank you so much for caring. Would recommend this firm anytime. - F.A.

5 out of 5 stars.

I am sincerely grateful to Leanne Kuchynski for representing my wife and I in what we considered to be an unprecedented situation. Leanne's compassion, practical advice, openness to feedback, brilliant strategic thinking and outstanding work ethic led to the most optimal outcome while maintaining a superior human experience. Despite the harsh realities of the situation, I felt extremely comfortable that our best interest was Leanne's utmost priority and was confident in her demonstrated ability. She was professional and exceptionally thorough, yet remained remarkably caring.

I use to have a somewhat cautious disposition towards lawyers based on past experiences; however, Leanne completely restored my faith in the profession and earned my unquestionable loyalty for all future legal needs. - S.M.