Franchise Agreement
"What are the key legal considerations for franchising in Türkiye?"
Quick Answer
Türkiye has no single “franchise law”. Franchise agreements are mainly governed by the Turkish Code of Obligations (No. 6098) and must also comply with IP law (IPC No. 6769) and competition law rules on vertical restraints. A compliant franchise contract typically covers trademark/know-how licensing, quality control, territory, fees, training, audit rights, confidentiality, non-compete, and termination/exit.
Legal Framework in Türkiye
Franchise agreements are typically structured as mixed/atypical contracts under the Turkish Code of Obligations No. 6098. In practice, they also rely heavily on the Industrial Property Code No. 6769 (trademarks and licensing), Turkish Commercial Code No. 6102 (commercial aspects), and competition law rules on vertical restraints (especially exclusivity, non-compete, and resale restrictions).
Key Points to Remember
- Trademark/brand use must be licensed properly and protected (IPC No. 6769).
- Know-how + confidentiality + quality control are core to enforceability in practice.
- Territory/exclusivity, non-compete, and supply obligations must align with competition law (vertical restraints).
- Termination, post-termination obligations (de-branding, return of manuals), and dispute resolution should be drafted very clearly.
Drafting Considerations
When drafting a franchise agreement for Türkiye, pay particular attention to IP licensing mechanics, quality-control/audit rights, competition-law limits on exclusivity and non-compete, and a realistic termination/transition plan.
Including appropriate dispute resolution mechanisms, clear governing law provisions, and well-defined obligations helps prevent future conflicts and ensures enforceability.
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