Franchising and Licensing

CMARTINS Advogados operates at every stage of the franchising and licensing process, from project conception through to the implementation and management of contractual relationships. The team offers consulting in the development of franchise, licensing and brand distribution projects, covering both services and products.

Services include:

  • Identification of the franchise subject matter: Determination of the know-how to be shared.
  • Know-how protection: Intellectual property registration or maintenance as a trade secret.
  • Contract drafting: Preparation of the Franchise Offering Circular (FOC) and ancillary contracts, such as equipment leasing, commercial premises, service agreements, advertising fees and minimum insurance.
  • Analysis of contractual clauses: Assessment of exclusivity, territory and authorization for direct sales.
  • Conditions offered to the franchisee: Evaluation of support, network supervision, services, training and incorporation of technological innovations.
  • Operational documentation: Drafting of the Franchise Manual, layout and architectural standards (trade dress) of the establishment (physical or virtual).
  • Ongoing consulting: Legal support in the day-to-day franchisor-franchisee relationship, clarifying the rights and obligations of both parties for the proper execution of the contract.

If you are considering expanding your business through franchising or licensing, CMARTINS Advogados offers the expertise needed to ensure legal compliance and the success of your project.


Our expertise covers

1.

Corporate Structuring and Reorganization

Design and reorganization of corporate structures tailored to the company’s reality and stage of development, with a focus on governance, risk mitigation, and capital attraction.

2.

Investment Agreements Drafting and Review

Negotiation of key instruments commonly used in the innovation ecosystem, including SAFEs, convertible notes, investment agreements, option agreements, vesting provisions, tag-along and drag-along rights, among others.

3.

Legal Due Diligence

Coordination and execution of legal audits focused on identifying contingencies and risks that may impact the company’s operations or valuation.

4.

Mergers and Acquisitions (M&A)

Management of acquisition, sale and integration transactions, including mergers, spin-offs, incorporations, share purchase and sale transactions, and other corporate restructuring operations.

5.

Advisory Services for Angel Investors and Funds

Representation of investors in the analysis, structuring and formalization of investments, with a focus on legal certainty and alignment of interests.

6.

Commercial Contracts

Drafting and negotiation of contractual instruments tailored to the dynamic and innovative nature of the sector, ensuring legal security without compromising business flexibility.

7.

Intellectual Property and Intangible Assets

Legal protection of trademarks, patents, software, trade secrets and other intangible assets that represent the core value of the business.

8.

Franchising and Licensing

Advisory services in franchise, licensing and brand distribution projects, from the identification and structuring of the franchise model to contract drafting and Franchise Disclosure Document (FDD) review.

9.

Legal Management

Comprehensive legal advisory services, acting as a strategic legal partner across civil, consumer, labor, corporate, tax, intellectual property and contract law matters.

10.

Administrative and Judicial Litigation

Specialized expertise in strategic and high-volume litigation across key industries, including technology, financial services, banking, telecommunications, pharmaceuticals, automotive, insurance, entertainment, services, manufacturing, wholesale and retail sectors.

Other Practice Areas

Fantástico! Sinônimo de grande competência e cuidado com os clientes


Renato Santarita

Ambiente muito bom e uma boa recepção.


Thiago Santos

Muito obrigada por ter me ajudado com essa dívida que está tirando o meu sono


Gabriel Wagner

Notícias

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Nossa rede

Results that make difference

Our focus is on delivering tangible results by combining legal expertise, innovation, and a strong commitment to each client. If you are looking for legal certainty, strategic guidance, and efficiency, we are ready to help.
Contact us
Rio de Janeiro Office
Av. Rio Branco, 115 – 11th floor – Centro, Rio de Janeiro – RJ | ZIP Code 20040-004
São Paulo Office
Rua Fidêncio Ramos, 160 – 12th floor – Vila Olímpia, São Paulo – SP | ZIP Code 04551-010

Phone

+ 55 (21) 3174-5999
+55 (11) 3185-0400

E-mail

contato@cmartins.com.br
© 2025 CMARTINS
CNPJ: 68.679.869/0001-48
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