Our Global Franchise and Distribution Team is adept at developing strategies and documentation for increasing market share and driving additional revenue, at the lowest cost and least risk consistent with achieving the client’s objectives. We help clients navigate regulatory complexities and litigation risks to grow their franchise systems domestically and overseas, advising on:
- Entity structure – assisting franchisors with entity structures designed to minimize creditor claims and maximize asset protection under federal and state law.
- Compliance – preparing FDD and franchise agreements and advising franchisors regarding timing of offering franchises, earnings claims, and other operational issues.
- Registrations – handling state franchise registrations, including filing registration applications with registration states, business opportunity filings exemption filings, and franchise notice filings.
- Licensing and distribution – effecting logo, trademark, and service mark registrations and handling disputes, as well as negotiating and preparing domestic and international distribution agreements.
- Acquisitions and terminations – handling purchase and sale of franchisors; reacquiring franchise outlets; and day-to day-counseling on termination, renewal, compliance, and encroachment.
- Income taxation – assisting franchisors with efficient income tax structures and ownership, and with tax planning regarding acquisition and sale of franchise systems and individual franchises.
- Business succession planning – assisting franchisors with business succession plans designed to minimize estate taxes, and also to identify and implement exit strategy goals including estate tax planning, estate planning, incorporating key employees or sales.
- Antitrust and fraud – advising on product distribution, unfair competition, business opportunity laws, state unfair trade practices acts (“little FTC acts”), and misrepresentation/franchise fraud.
- Litigation – prosecuting and defending franchise litigation initiated by franchisees and franchisors, including breach of franchise agreements, wrongful termination, and Lanham Act litigation; earnings claims; business opportunity law litigation; and FTC charges.
Outside the franchise arena, the team has deep experience with distribution and licensing programs of all types and aimed at all major jurisdictions throughout the world. We are not cloistered academics, and pride ourselves on creative solutions designed to optimize the balance between legal and compliance risk, on the one hand, and the client’s ability to operate its business effectively, on the other.