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Franchising & Distribution

Practices

Franchising

We advise franchisors on compliance, transactions and general business matters throughout the United States.

We provide practical, cost-effective advice and services to help clients create, grow and participate in successful franchise networks. We advise franchisors on their compliance and registration needs, including annual FDD updates and filings, and represent clients in transactions, such as franchisee-to-franchisee transfers. Our team also provides counsel on operational issues, growth strategies, best practices and franchisee disputes.

Our experience spans a broad range of franchise relationships and transactions. We counsel franchisors in a range of industries, including automotive, child care, home repair, travel, pet care and foodservice/hospitality, including those in the quick-service restaurant (QSR) industry.

Representative Experience

  • Leading the annual FDD update and state registration process for multiple franchisors, including providing counsel on required updates to the FDD and form franchise agreement to comply with new regulations and implement best practices
  • Preparing franchise agreements and disclosure documents and managing franchise registration and exemption filings
  • Advising multiple franchisor clients on franchisee-to-franchisee sales transactions, including diligence, risk management and franchise documentation
  • Representing a holding company with multiple franchise systems and hundreds of franchise locations and company-owned stores, including advising the franchisor entities on compliance, growth strategies and operational issues
  • Overseeing due diligence for and advising on franchise-related issues and documents in a client’s purchase of two separate national franchisors with hundreds of franchisee- and company-owned locations
  • Representing a longtime franchisor client in the successful sale of its system to a national franchisor group
  • Counseling on franchise and distributor terminations and realignments
  • Responding to inquiries and investigations by state agencies

We also have experience representing franchisors in litigation and arbitration. Representative matters include:

  • Representation of a franchisor of automotive retail outlets in case alleging fraud and violation of the Ohio Deceptive Practices Act.
  • Representation of a manufacturer of engine additives for alleged violations of the California franchise relations act.
  • Representation of a franchisor of industrial chemical distribution services in case against a franchisee for trade secret misappropriation and related claims.
  • Representation of a franchisor in a non-competition dispute with a franchisee in Georgia.
  • Representation of a manufacturer of material handling equipment in actions by dealers under New Jersey Franchise Practices Act, Illinois Franchise Disclosure Act, Tennessee equipment dealers statute and other state laws.
  • Representation of a manufacturer of high-pressure laminates in action alleging wrongful termination of distributorship under Wisconsin Fair Dealership Law.
  • Representation of a food equipment manufacturer in action alleging refusal to deal in violation of Section 1 of the Sherman Act.
  • Representation of a manufacturer of restaurant equipment in action by a sales agent alleging wrongful termination under Florida law.
  • Representation of a manufacturer of pumps against claims arising from termination of a distributor under the Arizona Equipment Dealer Act.

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