1(1)The following definitions apply in this Act.
“Commission” means the Financial and Consumer Services Commission continued under the Financial and Consumer Services Commission Act.(Commission)
“franchise” means a right to engage in a business in which the franchisee is required by contract or otherwise to make a payment or continuing payments, whether direct or indirect, or a commitment to make the payment or payments, to the franchisor or the franchisor’s associate in the course of operating the business or as a condition of acquiring the franchise or commencing operations, and
(franchise)
(i)
the franchisor grants the franchisee the right to sell, offer for sale or distribute goods or services that are substantially associated with the franchisor’s, or the franchisor’s associate’s, trademark, trade name, logo or advertising or other commercial symbol, and
(ii)
the franchisor or the franchisor’s associate exercises significant control over, or offers significant assistance in, the franchisee’s method of operation, including building design and furnishings, locations, business organization, marketing techniques or training, or
(i)
the franchisor or the franchisor’s associate grants the franchisee the representational or distribution rights, whether or not a trademark, trade name, logo or advertising or other commercial symbol is involved, to sell, offer for sale or distribute goods or services supplied by the franchisor or a supplier designated by the franchisor, and
(ii)
the franchisor or the franchisor’s associate or a third person designated by the franchisor provides location assistance, including securing retail outlets or accounts for the goods or services to be sold, offered for sale or distributed or securing locations or sites for vending machines, display racks or other product sales displays used by the franchisee.
“franchise agreement” means an agreement that relates to a franchise and is entered into between
(contrat de franchisage)
(a)
a franchisor or franchisor’s associate, and
“franchisee” means a person to whom a franchise is granted and includes
(franchisé)
(a)
a subfranchisor with regard to the subfranchisor’s relationship with the franchisor, and
(b)
a subfranchisee with regard to the subfranchisee’s relationship with the subfranchisor.
“franchise system” includes
(système de franchise)
(a)
the marketing, marketing plan or business plan of the franchise,
(b)
the use of or association with a trademark, trade name, logo or advertising or other commercial symbol,
(c)
the obligations of the franchisor and franchisee with regard to the operation of the business operated by the franchisee under the franchise agreement, and
(d)
the goodwill associated with the franchise.
“franchisor” means a person who grants or offers to grant a franchise and includes a subfranchisor with regard to the subfranchisor’s relationship with the subfranchisee.(franchiseur)
“franchisor’s associate” means a person
(personne qui a un lien)
(a)
who, directly or indirectly,
(i)
controls or is controlled by the franchisor, or
(ii)
is controlled by another person who also controls, directly or indirectly, the franchisor, and
(i)
is directly involved in the grant of the franchise
(A)
by being involved in reviewing or approving the grant of the franchise, or
(B)
by making representations to the prospective franchisee on behalf of the franchisor for the purpose of granting the franchise, marketing the franchise or otherwise offering to grant the franchise, or
(ii)
exercises significant operational control over the franchisee and to whom the franchisee has a continuing financial obligation in respect of the franchise.
“franchisor’s broker” means a person, other than the franchisee, franchisor or franchisor’s associate, who, on behalf of the franchisor, grants, markets or otherwise offers to grant a franchise or who arranges for the grant of a franchise.(courtier du franchiseur)
“grant” , in respect of a franchise, includes the sale or disposition of the franchise or of an interest in the franchise and, for those purposes, an interest in the franchise includes the ownership of shares in the corporation that owns the franchise.(concession)
“master franchise” means a franchise that is a right granted by a franchisor to a subfranchisor to grant or offer to grant franchises for the subfranchisor’s own account.(franchise maîtresse)
“material change” means a change, in the business, operations, capital or control of the franchisor or franchisor’s associate or in the franchise or the franchise system, that would reasonably be expected to have a significant adverse effect on the value or price of the franchise to be granted or on the decision to acquire the franchise and includes a decision to implement such a change made by the board of directors of the franchisor or franchisor’s associate or by senior management of the franchisor or franchisor’s associate who believe that confirmation of the decision by the board of directors is probable.(changement important)
“material fact” means any information, about the business, operations, capital or control of the franchisor or franchisor’s associate or about the franchise or the franchise system, that would reasonably be expected to have a significant effect on the value or price of the franchise to be granted or the decision to acquire the franchise.(fait substantiel)
“misrepresentation” includes
(assertion inexacte)
(a)
an untrue statement of a material fact, or
(b)
an omission to state a material fact that is required to be stated or that is necessary to make a statement not misleading in light of the circumstances in which it was made.
“prescribed” means prescribed by the regulations or, if the context requires, by the rules made by the Commission under the Financial and Consumer Services Commission Act.(prescrit)
“prospective franchisee” means
(franchisé éventuel)
(a)
a person who has indicated, directly or indirectly, to a franchisor, a franchisor’s associate or a franchisor’s broker an interest in entering into a franchise agreement, or
(b)
a person whom a franchisor, a franchisor’s associate or a franchisor’s broker, directly or indirectly, invites to enter into a franchise agreement.
“subfranchise” means a franchise granted by a subfranchisor to a subfranchisee.(sous-franchise)