Have a fitness training company which has built quite a reputation due to name clients. I would like to branch off and allow people to use the name...

Hello - I work as an in-house transactional attorney for a US-based website with 20 million monthly unique visitors around the world, and I've worked on several licensing and ad-rep deals for several countries in Europe, South America, Australia, etc. There are several ways to protect yourself, but at the end of the day you have to trust your partner that you they will want to be honest so you can continue doing business together. That said, you should give yourself an audit right. Not sure what the software is and if it directly correlates to sales, but if so see if you can track yourself or use a third party's tracking software so you can compare numbers with theirs. Also consider including in the agreement a dispute clause, something to the effect that if you dispute their report for a quarter they will have x days to provide you with sufficient evidence to reconcile the dispute to your satisfaction - if not, you can terminate the agreement. Another way to protect yourself would be to ask for a minimum guarantee, but depending on the deal that may be difficult to work in. As far as working internationally, I think the hardest part there is ensuring collections and that you are paid in US dollars. Stand strong on keeping venue and choice of law in the jurisdiction in which you reside, not in theirs. If you'd like to schedule a call to further discuss, I'm happy to chat, let me know! Best, Jeff

Disclaimer: I am not a lawyer nor an accountant, and this is not "professional advice." I have, however, set up a few businesses and had partners. What you need to do is incorporate and then write up an Operating Agreement that lays out the terms of your partnership. Who owns what. How the new partner will "buy into" the organization with their sweat equity. What happens when revenue targets are reached. And how exactly you separate when it's time to move on. Lay these details out and more in your operating agreement. You'll be so happy you did, later. When you incorporate, you may do this on your own...or you may want an attorney or accountant to help. They will know how to set up an operating agreement, but now that you know the term it's likely you can google a template. There'll be a lot of technical mumbo jumbo in there you probably won't need, but the section headers will guide you in the right direction.

yes. As long as your main place of work is your home/office.

A 0.31 second Google search located this: http://i.cdn.turner.com/nascar/.element/pdf/2.0/sect/kyn/NASCAR_Prospective_Licensing_Application.pdf

It's worth noting I'm not a lawyer (I advise you to check in with one) but have played a major role in 4 acquisitions. I would have the contract read that your client pays the success fees, seems a bit odd to have the acquiring company pay the success fees. Let them negotiate with the acquiring company on covering it, but contractually have them responsible. If the above is not an option make sure the assignment clause in you contract with your clients reads correctly. That said keep in mind that a lot of acquisitions are not whole business entity acquisitions - meaning in a lot of cases it is really an asset sale. By only purchasing assets the acquiring company can protect itself from litigation and debts. If it is an asset purchase they may be able to get out of paying you - again this is why I would push for the success fees to be paid by your client.