Buying a franchise: secure time to review before you sign

Choosing a brand does not mean you are ready to sign. Before joining a franchise network, you need time to understand the agreement and have your advisers review the documents. In Greece, no specific statutory waiting period guarantees you that time. You need to plan for it and, where necessary, agree it in writing before taking on any commitments.

What Greek law does and does not provide

Greece has no dedicated law providing a comprehensive framework for franchise agreements. They are governed mainly by the general provisions of the Greek Civil Code on contracts and obligations, alongside the applicable rules on competition, intellectual property and unfair competition.

There is no specific mandatory pre-contractual disclosure document, nor a statutory minimum period between the provision of information and signing the agreement or paying the initial franchise fee. There is also no statutory cooling-off period specifically for franchising after signature. Do not therefore assume that you can automatically cancel the agreement because you change your mind a few days later.

The absence of a specific disclosure regime does not permit misleading information. Articles 197 and 198 of the Greek Civil Code address good faith and liability during negotiations. Depending on the circumstances, inaccurate statements or the concealment of material information may give rise to liability. This does not, however, amount to a general, unconditional right to cancel.

The practical takeaway: the protection afforded by good faith does not replace time for due diligence or advice from an independent lawyer.

Establish when the review actually begins

A presentation of the business proposition is not a complete set of documents for review. If you are given an acceptance deadline while schedules or financial terms are still missing, the time available may exist in name only.

First, ask for a list of the documents that make up the agreement. For the purposes of planning your review, this may include:

• the full draft agreement and its schedules,
• the schedule of fees and payment deadlines,
• any additional agreements you will need to sign,
• the binding operating rules referred to in the agreement,
• written clarification of anything that materially affects your decision.

Agree that the review period starts when the agreed set of documents has been supplied, rather than at the first meeting. If access to certain information requires a confidentiality undertaking first, arrange access in good time and ask for your professional advisers to be allowed to review it on appropriate terms.

There is no single number of days that suits every agreement. The period should reflect the volume of documents, the complexity of the investment and your advisers’ availability. Ask them to estimate how long they need before you accept a signing date.

Agree a clear review process

Rather than accepting a vague assurance that ‘you will have time to look it over’, ask for a specific timetable. Record when the documents will be supplied, when questions will be submitted, when the franchisor will respond and when the final version will be reviewed.

Also clarify what happens during this period. Can you reject the proposal without having already entered into a contractual commitment? Will the proposed financial terms remain available? Is there a separate territory reservation agreement? Allowing time for a review does not, in itself, oblige the franchisor to keep the territory available.

One useful point to negotiate is that neither signing the main agreement nor paying the initial franchise fee should be required until the agreed review is complete. This is a contractual option, not an automatic legal requirement. If you are asked to sign anything or make a payment in the meantime, your lawyer should examine the commitment this creates.

Also make provision for material changes to the draft: a new financial obligation or an additional schedule requires sufficient time for further review. The original deadline should not push you into signing terms you have only seen at the last minute.

Carry out a final check before committing

Keep a shared record of receipt dates, document versions and outstanding questions. Assign responsibility for reviewing each area: your lawyer should assess the legal commitments, your accountant the financial implications, and you the practical requirements you will be taking on.

Before signing, confirm that the final agreement is the version that was reviewed and that all agreed schedules are attached. Pressure to make an immediate decision does not, on its own, establish unlawful conduct, but it is no reason to skip due diligence.

Practical step: before accepting a signing date, secure a complete set of documents, an agreed review period and a clear process for handling any changes. Do not rely on the assumption that you will be able to withdraw later.