Law Commons^™

Problematic Relations: Franchising And The Law Of Incomplete Contracts, Gillian K. Hadfield

Gillian K Hadfield

This paper explores an alternative approach to the analysis of franchise contracts which takes seriously their unavoidable incompleteness. The point of departure is the fundamental insight of relational contracting theory, namely that when a contract is embedded within an identifiable relationship, such as the franchise relationship, contractual obligations are often modified, supplemented or completely supplanted by the norms of the ongoing relation. Thus far, the explication of this insight has been along largely theoretical lines. My objective in this article is to further develop the theoretical analysis of the importance of relational elements in order to fashion operational guidelines for …