Franchise Or Trademark License?

Franchises are sometimes presented under the guise of trademark license agreements in an attempt to avoid the requirements of the Arthur Wishart Act, which protects franchisees by imposing strict disclosure obligations on franchisors and giving rescission rights to franchisees where the franchisor fails to meet these obligations. 

But sometimes, a trademark license is just a trademark license.

In MGDC Management Group v. Marilyn Monroe Estate, 2014 ONSC 4584 (S.C.J.), the Respondents licensed the trademarked name Marilyn Monroe to the Applicants for use in their restaurants. The Respondents claimed that the agreement was in reality a franchise agreement and sought rescission of the license agreement, as well as damages.