Skill

legalcode-franchise-agreement-review-uk

Review franchise agreements for UK operations under the self-regulatory and common law framework — analyse against BFA Code of Ethics disclosure and fair dealing standards, screen for unfair contract terms under UCTA 1977 (s 3 reasonableness test for standard terms), evaluate post-termination restraint of trade enforceability using the *Dwyer v Fredbar* [2022] EWCA Civ 889 framework (legitimate interest + proportionality + inequality of bargaining power), assess good faith obligations in relational contracts per *Yam Seng* [2013] and the Braganza duty of rational decision-making, review misrepresentation exposure under the Misrepresentation Act 1967 (s 3 reasonableness for non-reliance clauses), analyse competition law compliance under the UK VABEO (SI 2022/516) including RPM hardcore restrictions and online sales channel rules, evaluate IP licence structure under Trade Marks Act 1994 (s 28), and assess penalty clause enforceability under *Cavendish Square v Makdessi* [2015]. GREEN/YELLOW/RED classification with confidence scoring and Glass Box audit trail. Use when reviewing franchise agreements governed by English or Scots law, or where the franchise will operate in the UK. Jurisdiction-specific variant of legalcode-franchise-agreement-review.