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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.

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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.

5 out of 5 stars.

“Knowledge is Power” is the driving force behind Catherine Bruni’s style of defense. Over the past decade Cathy has represented our firm with much success; the key factor being that Cathy knows every detail of the case, not only from the defense perspective, but the plaintiff’s side as well. Understanding the case from every angle gives our team an advantage, resulting in very favourable outcomes. Cathy’s straightforward approach has earned our respect and created a relationship of trust and confidence. Litigation is a stressful experience that can take away from one’s ability to operate a business. With Catherine Bruni as our advocate, we can continue to focus on the success of our business knowing that Cathy is managing one of the more difficult aspects of our business’s exposures. - A.P.