Buying a Franchise: How to Align Your Lease and Franchise Agreement Terms

When buying a franchise, the agreement with the brand and the lease for the premises are often negotiated separately. Yet your ability to operate at the same address depends on these two documents working together. Losing your premises while you still have the right to use the brand, or remaining liable for rent after the franchise relationship ends, can undermine your investment plan. Before joining a franchise network, examine not only the length of both agreements, but also their start dates, extension conditions and how they link to each other.

1. Put both agreements on a single timeline

The first step is to record every critical date in the lease and franchise documents on one schedule. The signing date, handover of the premises, start of fit-out works, rent commencement date, opening date and start of the franchise term may all differ. Wording that simply says “from the date of the agreement” could mean that time spent before you start trading counts towards your contractual term.

The brand’s approval of the location should also appear on this timeline. If the brand rejects the address after you have committed to the lease, you could be left with liabilities for premises that generate no income. Conversely, allowing the franchise opening timetable to run before the premises have been handed over creates another mismatch.

Prepare a simple table covering the following:

• Handover of the premises: What physical condition must the premises be in before the keys are handed over?
• Rent commencement: Is there a rent-free period or reduced rent during the fit-out?
• Franchise commencement: Does the term begin on signing or when the business actually opens?
• Deadlines: Is there a firm opening deadline and a mechanism for extending it?
• Notices: When must notices of extension, renewal or termination be given?

Having equal terms on paper is not enough. If the start dates differ, the actual period during which both agreements allow you to operate may be shorter. Base your investment appraisal on this overlapping period; do not treat renewals that have yet to be secured as guaranteed.

2. Clarify the legal framework and identify the tenant

Türkiye has no separate franchise-specific law, general mandatory pre-contractual franchise disclosure regime or public register specifically for franchise agreements. Franchise relationships are governed by general legal provisions, principally the Turkish Code of Obligations, Law No. 6098, and the Turkish Commercial Code, Law No. 6102. The Industrial Property Law, No. 6769, is also relevant to trade mark rights, while the Law on the Protection of Competition, No. 4054, is relevant to restrictions on competition. General business registration requirements do not amount to specific registration of the franchise agreement.

Leases of commercial premises are subject to the tenancy provisions of the Turkish Code of Obligations, including, where applicable, the protective provisions for roofed commercial premises. The expiry of a fixed-term lease for such premises does not automatically give the landlord the right to evict the tenant. However, this protection does not mean that you cannot be evicted under any circumstances or that you can remain indefinitely. Any undertaking to vacate, grounds for termination and notice requirements must be assessed separately.

First, establish who the tenant is under the lease: you, your operating company or the franchisor. Where the franchisor is the head tenant, your occupation may depend on a sublease or another agreement. In that situation, do not assume your right to occupy is secure without reviewing the head lease and any necessary written consents.

The brand’s assurance that you can use the address does not replace any required consent from the landlord. Make sure the signed documents are consistent, particularly on signage, alterations, subletting and permitted use.

3. Allocate responsibility for opening delays

Opening delays are not always within the franchisee’s control. A landlord’s failure to hand over the premises on time, a delay in the brand’s approval of the plans, and unfinished works in communal areas should not all have the same consequences. Simply including an opening date in the agreements does not explain who bears the financial burden of a delay.

For each potential delay, answer three questions in writing: Will the deadline or term be extended? Which payments will become due? Who will be responsible for resolving the issue? For example, you could negotiate for the franchise term not to run while you are waiting for the brand’s approval. This is not an automatic legal entitlement, but a contractual safeguard that must be expressly agreed.

Make the handover conditions in the lease specific too. Rather than relying on “handover ready for use”, identify the works to be completed and the handover documents required. Record outstanding items and dates in the handover report, and put any verbally agreed extensions in writing.

Remember: a delay clause added to the franchise agreement does not automatically bind the landlord. Equally, a concession in the lease does not bind the franchisor. If a coordinated solution is needed, it requires consistent provisions in both documents or a separate agreement signed by the relevant parties.

4. Test three mismatch scenarios before signing

The lease continues, but the franchise term ends: Would running a different business from the premises comply with the lease’s permitted-use provisions? Do not assume that your rent liability automatically ends when your relationship with the brand does. Establish the time and cost involved in vacating the premises or putting them to a different use.

The franchise continues, but the premises are no longer available: Does relocation require the brand’s approval? Are you allowed time to find a suitable alternative site? Would suspending operations during that period constitute a breach of contract? A verbal discussion about the possibility of relocation is not sufficient protection.

Both relationships are extended, but on different terms: Continuation of the lease does not renew your franchise rights, and renewal of the franchise does not preserve the same rent. Assess any renewal decision against the total premises costs that will apply at that point and the time still needed to recoup your investment.

Before signing, give your lawyer not just the draft franchise agreement, but also the lease, its schedules, the handover conditions and any undertaking to vacate, so they can be reviewed together. Practical takeaway: Do not stop at matching the two agreements’ end dates. From opening through to any potential relocation, record in writing who is responsible for each critical date and what the financial consequences will be.