Franchise License Agreement Template for Netherlands

The Franchise License Agreement is a fundamental document used to establish and govern the relationship between a franchisor and franchisee in the Netherlands. This agreement must comply with the Dutch Franchise Act (Wet franchise) which came into effect in 2021, introducing specific requirements for franchise relationships including mandatory pre-contractual information exchange and goodwill compensation provisions. The document is essential when a business wishes to expand through franchising in the Netherlands, granting rights to use its business system, trademarks, and know-how while maintaining control over brand standards and operational consistency. It includes detailed provisions on initial and ongoing fees, operational requirements, territory rights, training obligations, quality control measures, and termination conditions, all structured to comply with both Dutch and EU legal requirements. The agreement serves as the cornerstone document for franchise operations, protecting both parties' interests while ensuring regulatory compliance.

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

2. Background: Context of the agreement, description of the franchise system, and acknowledgment of pre-contractual information exchange as required by Dutch Franchise Act

3. Definitions: Definitions of key terms used throughout the agreement, including System, Territory, Know-how, Intellectual Property Rights, etc.

4. Grant of Franchise: Scope of franchise rights, territory definition, and exclusivity terms

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

6. Fees and Payments: Initial franchise fee, ongoing royalties, advertising contributions, and payment terms

7. Franchisor Obligations: Support services, training, operations manual provision, and ongoing assistance

8. Franchisee Obligations: Compliance with system standards, reporting requirements, and operational obligations

9. Intellectual Property Rights: Usage rights and restrictions for trademarks, trade names, and other IP

10. Confidentiality: Protection of know-how and trade secrets

11. Quality Control: Standards maintenance, inspection rights, and compliance requirements

12. Marketing and Advertising: Marketing obligations, advertising fund management, and local marketing requirements

13. Records and Reporting: Financial record-keeping, reporting obligations, and audit rights

14. Transfer and Assignment: Conditions for transfer of franchise rights and change of control

15. Termination: Grounds for termination, notice requirements, and consequences

16. Post-Termination Obligations: De-identification, non-compete obligations, and return of materials

17. Dispute Resolution: Procedure for handling disputes, including mediation and jurisdiction

18. General Provisions: Standard contract clauses including notices, amendments, and severability