Challenges of the Knowledge Society (May 2013)
THE PRE-CONTRACT OBLIGATIONS REGARDING THE FRANCHISING AGREEMENT
Abstract
The current paper puts into context the Government Ordinance no. 52/1997 regarding franchising with the new concepts of the Civil Code. Thus, under the old Civil Code there were no specific regulations that could be applied to a pre-contractual obligation of the parties. During any negotiation, because the parties sent each other a series of offers, counter offers, and in the end decided whether to agree or not, some parts of a professional secret, know-how, or any other important information for one or both might be revealed to the other. Under international laws, such as the one in France, or by using internationally established unwritten law, such as the Franchising Model Contract by the International Chamber of Commerce and Arbitration in Paris, such a disclosure of important or secret information is protected from future unauthorized usage by any party or affiliate if the contract is not signed. In the view of the new Civil Code, this stage in the development of an agreement, not yet binding, is now regulated and protected.
