Reviewing Restraint Clauses

Our Restraint of Trade Review Services

Because you want to move on from your franchise business, but you're not sure what you can do, and what you can't do.

• Basic Fixed Price Restraint of Trade Review

  • Starting at $650.00 plus GST.

    For people who want an initial view about the restraint of trade clauses contained in their franchise agreement, and who want to know their options.

    In a basic restraint of trade review you will get an on the spot review of the restraint of trade clause and the confidentiality clause contained in the franchise agreement.

    At the end of the meeting you'll have a better understanding about the enforceability of the restraint of trade clause and the confidentiality clause contained in the franchise agreement, and your next steps.

     

     What's included:

    • a 60 minute meeting via Zoom, Teams or in person to discuss your goals and your questions,
    • an on the spot review of the restraint clause and the confidentiality clause contained in the franchise agreement. 

     

    What's not included:

    • reading the franchise agreement beforehand;
    • consideration about the operation of other clauses of the franchise agreement, for example intellectual property clauses;
    • advice in writing.

     

   

• Standard Fixed Price Restraint of Trade Review

  • Starting at $1,500.00 plus GST

    For people who want a detailed review of the restraint of trade clauses in the franchise agreement, and who may have a lot of questions.

    In a standard restraint of trade review we read the franchise agreement before we meet. We will form an opinion about the restraint of trade and confidentiality clauses as well as any other restraints contained in the franchise agreement (for example intellectual property restraints).

    At the end of our meeting you'll have a better understanding of the enforceability of the restraint of trade clauses contained in the franchise agreement, the risks involved in operating another business, and what you can do to protect yourself against those risks.

     

    What's included:

    • a 90 minute meeting via Zoom, Teams or in person to discuss your goals and your questions,
    • a detailed and thorough review of the restraint of trade clauses in the franchise agreement.
      
      

    What's not included:

    • advice in writing;
    • negotiation with the franchisor.

• Premium Fixed Price Restraint of Trade Review

  • Starting at $3,500.00 plus GST

    For people who want a thorough review of the restraint of trade clauses in the franchise agreement, together with advice in writing.

    In a premium restraint of trade review you will get a thorough and detailed review of the restraint of trade clauses contained in the franchise agreement (which we will consider before we meet). You will also get advice in writing, particularly detailing your circumstances and the likely enforceability of the restraint of trade clauses in the franchise agreement given your circumstances.

     

    What's included:

    • a 90 minute meeting via Zoom, Teams or in person to discuss your goals and your questions;
    • a detailed and thorough review of the restraint of trade clauses in the franchise agreement;
    • advice in writing.

   

  What's not included:

  • negotiation with the franchisor.

Frequently Asked Questions

• What is a restraint of trade clause?

  A restraint of trade clause is any clause contained in an agreement which operates to stop you from doing something. The most common example of a restraint of trade clause, is a clause which operates to stop you from soliciting customers or from operating a similar business.

  Restraint of trade clauses are used in employment agreements. Restraint of trade clauses are also commonly used in franchise agreements. 

• Do I have to comply with a restraint of trade clause?

  In franchising, in certain circumstances set out in the Franchising Code of Conduct, a restraint of trade clause included in a franchise agreement is illegal or not enforceable.

  That means that in those circumstances you do not have to comply with the restraint of trade clause.

  You should obtain legal advice about the enforceability of any restraint of trade clause.

• Why do restraint of trade clauses have different time periods and areas?

  Restraint of trade clauses are often drafted as "cascading clauses". In some circumstances a cascading clause can assist in the enforcement of the restraint of trade. If an area is too large, or a time period is too long, then instead of the clause being unenforceable, the next largest area or the next longest time period can be considered.

  Cascading clauses cannot contain too many variables or they may be uncertain or unfair, in which case they will not be enforceable.

• What does it mean if a clause is unenforcable?

  If a clause is unenforceable, it means that you do not have to comply with what the clause says you need to do. For example, if a restraint clause says that you cannot solicit a customer and that clause is unenforceable, then you cannot be stopped from soliciting the customer.