Goodwill at end of franchise agreement
In a case before the Amsterdam Court of Appeal on 26 September 2017, ECLI:NL:GHAMS:2017:3900 (Seal & Go), a franchisee claimed goodwill compensation (ex Article 7:308 of the Dutch Civil Code) after the franchisor had terminated the lease, in order to continue the operation of the company itself.
In the first instance, the District Court of Noord-Holland dated 24 December 2015, ECLI:NL:RBNHO:2015:11974, rejected the franchisee’s claim because there was no advantage on the part of the franchisor. The clientele was due to the location and not the entrepreneurial activity. The company was located at Schiphol Airport and it is that location that apparently, according to the court, resulted in the (accumulated) customer base.
The Court of Appeal upheld the District Court’s judgment and added that the mere significant increase in turnover and profit realized by the former franchisee does not provide sufficient concrete leads to conclude that the franchisor has enjoyed an attributable advantage. to the franchisee’s business activities.
mr. AW Dolphijn – Franchise lawyer
Ludwig & Van Dam Franchise attorneys, franchise legal advice. Do you want to respond? Go to dolphijn@ludwigvandam.nl .
Other messages
The non-competition clause in the franchise agreement
A common clause in the franchise agreement is a so-called post-contractual non-compete clause.
Formula change by the franchisor is not automatically a ground for dissolution
A franchisee generally participates in a franchise formula for certain specific reasons.
Article Food magazine November 2011
Article Food magazine November 2011
Start as a Commercial Agent
Start as a Commercial Agent
The extensive retention of title: a valuable clause in bad times
The retention of title can no longer be ignored in the general terms and conditions of sale and delivery of a supplier.
Seven crucial factors in franchising
Seven crucial factors in franchising