Signing a franchise agreement digitally: what to check in Spain

Signing a franchise agreement from your computer can save travel, but it also makes it easier to accept documents without checking their annexes or the identity of the person representing the brand. Joining a franchise network requires the same contractual scrutiny whether you sign on paper or electronically. This guide focuses on preparing for a verifiable digital signing process and keeping useful evidence of what has been agreed.

1. Distinguish the validity of the signature from the quality of the contract

In Spain, a franchise agreement can be concluded electronically. The European eIDAS Regulation, Regulation (EU) No 910/2014, provides that a signature cannot be denied legal effect or admissibility as evidence solely because it is electronic or is not a qualified electronic signature. A qualified electronic signature has the same legal effect as a handwritten signature.

That does not mean every system offers the same safeguards. Acceptance using a code sent to a mobile phone, an advanced electronic signature and a qualified electronic signature can offer different levels of identity verification and evidence. Ask the provider which system it uses and what evidence you can download.

A technically robust signature does not turn an unfavourable contract into a good deal. Nor does it prove, on its own, that the franchisor’s representative has authority to bind the company.

Franchising is specifically regulated by Article 62 of Spain’s Law 7/1996 on Retail Trade and the provisions of Royal Decree 201/2010 that remain in force. The agreement is also governed by the general rules of the Spanish Civil Code and Commercial Code. Electronic contracting is covered by Law 34/2002 on Information Society Services and Electronic Commerce.

2. Do not confuse receiving a link with having the information you need

The digital process must comply with pre-contractual obligations. The franchisor must provide the required pre-contractual information in writing at least 20 working days before any franchise agreement or preliminary franchise agreement is signed, or before the prospective franchisee makes any payment to the franchisor.

A platform that allows you to sign immediately does not remove that waiting period. Nor can it be avoided by calling a document a ‘reservation’ if it is, in substance, a preliminary franchise agreement, or by describing a payment as provisional.

Before starting the signing process:

• Save the information received and record its delivery date.
• Check that the files open, are complete and can be saved.
• Keep acknowledgement of receipt of documents separate from acceptance of obligations.
• Reject declarations of receipt that give inaccurate dates.

If significant changes emerge at the last minute, pause the process and seek a legal review of their scope and their implications for the information already provided. Do not tick a box stating that outstanding questions have been resolved when they have not.

3. Check signatories, versions and annexes before accepting

Check the franchisor’s registered company name and Spanish tax identification number (NIF). The brand name displayed on screen is not enough to identify the other party to your contract. Also request evidence that the person signing on its behalf has the necessary authority, through the relevant company documents or power of attorney.

Carry out the same checks on your side: if a company will be entering into the agreement, the document must identify it correctly and specify who is acting as its representative. Pay particular attention to any clause imposing personal commitments on the director or shareholders.

Next, finalise the complete set of documents you will sign:

• Final agreement: no blank spaces or unresolved alternatives.
• Clearly identified annexes: each with a title, date or version, and an explicit reference in the agreement.
• Financial terms: consistent with those negotiated, with no conflicting documents.
• Agreed promises: incorporated in writing, not merely recorded in sales discussions.

Avoid accepting essential obligations through links to documents that could change without leaving a record. If a confidential manual is incorporated into the agreement, clarify how its version is identified and how you will access the obligations you are taking on. Request a downloadable copy of the full set of documents before signing, not just afterwards.

4. Keep a file you can use independently of the platform

Once signing is complete, download the agreement signed by all parties, its annexes and any available evidence report. This report may include dates, authentication methods and data that help verify document integrity. Also keep delivery emails and communications confirming agreed amendments.

Do not rely solely on a link that may expire. Keep backup copies with restricted access, as the file may contain personal data and confidential information.

Practical conclusion: before clicking ‘sign’, check four things: the required waiting period has been observed, representatives are authorised, documents are finalised and evidence can be downloaded. If any of these checks fails, postpone acceptance until the issue is resolved.