What happens to a franchise agreement when the property it operates from is sold in Ontario?
A franchise agreement is a separate contract between the franchisor and the franchisee, governing branding, royalties, and operating standards, and it isn't tied to who owns the real property the franchise happens to operate from. Selling the building doesn't transfer, alter, or end the franchise relationship itself; that agreement continues to run between the same franchisor and franchisee regardless of who now holds title to the property.
Where the real property sale does matter is on the leasing side, if the franchisee was leasing from the seller. In that case, the new owner typically becomes the franchisee's landlord and must honour the existing lease the same way it would for any other commercial tenant, including its term, renewal rights, and any franchise-specific requirements the lease incorporates, such as specific signage or use restrictions tied to the franchise brand. But that's a question of landlord-tenant continuity, separate from the franchise agreement itself continuing between franchisor and franchisee.
Buyers purchasing a property occupied by a franchised business should review the lease carefully for any franchise-related terms, but shouldn't expect the property sale itself to have any direct legal effect on the franchise agreement.
Key takeaways
- A franchise agreement is a separate contract between franchisor and franchisee, independent of property ownership.
- Selling the real property doesn't transfer, alter, or terminate the franchise relationship.
- If the franchisee was leasing, the new owner typically becomes landlord and must honour the lease.
- Review the lease for franchise-specific terms, but don't expect the sale to affect the franchise agreement itself.