Franchise and Distribution

Establishing and growing systems

• Structuring relationships to avoid burdensome franchise requirements.
• Establishing franchise systems, worldwide intellectual property and supply chains.
• Drafting franchise and license, distribution, area development, master license and joint-venture agreements.
• Brand acquisitions/dispositions, M&A due diligence and documentation.
• Helping U.S. brands expand internationally and non-U.S. brands expand into the U.S.
• Nontraditional locations, including tribal lands, airports, universities, dual-branded franchises and kiosks.

Managing system and franchisee relationships

• Implementing system changes and brand management/protection through quality enforcement programs.
• Resolving disputes with franchise associations and advisory councils.
• Developing impact and growth policies/programs.
• Navigating financing issues, including traditional and nontraditional options and unique debt and capital structures.
• Counseling regarding promotional/marketing, gift cards and sponsorship programs.
• Advising on data privacy, employment, antitrust and e-commerce.
• Avoiding default and termination disputes, franchise law violations and other franchise relationship claims.
• Executing lender comfort letters and subordination agreements.
• Creating communication plans for franchisee and system emergencies.

Core franchise law disputes

• Franchisor liquidated or other damages
• Franchisee attempts in court/arbitration to enjoin/obtain damages for termination, quality assurance, system standards’ enforcement and misuse of marketing funds
• Franchisee claims regarding territorial encroachment, sales misrepresentations and disclosure violations
• Claims regarding franchise relationship laws, breach of contract, fiduciary duty and good faith and fair dealing
• Franchisor tortious interference claims arising from franchisee’s conversion to new brand
• Franchisee class actions and multidistrict litigation
• Mandatory/optional mediation

Franchise-related disputes

• Actions regarding ADA, data leaks, wage and hour and other employment/labor claims by franchisees’ employees against franchisees and, as joint employers, against franchisors
• Vicarious liability claims by third parties
• Consumer class actions
• Franchisee receivership and bankruptcy
• Lender workouts and foreclosures with franchisees
• Antitrust franchise supplier tying claims

• We helped a fast-food brand establish and grow its franchise system since nearly the time of its inception to the present day, with more than 1,000 restaurants across the U.S. Our team assisted with franchise regulatory compliance, franchise disclosure documents, company structure, regulatory and transactional documents to implement its area representative and alternative venue programs, the reacquisition of area representative territories, intellectual property and trademarks, disputes with its franchisees and other parties, and international expansion. Quarles also handled all franchise and intellectual property aspects of its acquisition by a large multibrand restaurant chain.

• We represented a professional services franchisor with over 200 franchisees domestically as well as multiple international masters. Our expansive, ongoing representation includes M&A, intellectual property, franchise regulatory compliance, dispute resolution, international expansion, data protection and privacy, negotiations with vendors and third parties, and general business counseling.

Read more at our Franchise Law Insider Blog