Blackwell Sanders Peper Martin LLP
Kansas City - St. Louis - Omaha - Springfield
Washington, D.C. - London

Blackwell Sanders Peper Martin LLP is a leading commercial law firm in the Midwest, recognized nationally for transactional and litigation practice. Corporate Board Member magazine has consistently ranked the firm as one of the Best Corporate Law Firms in America. With over 300 lawyers, concentration is focused on more than 45 significant practice areas including: franchising and distribution, intellectual property, labor and employment, securities and finance, real estate, mergers and acquisitions, creditors rights and bankruptcy, litigation, employee benefits & executive compensation and estate planning.

Our firm has earned the trust of Fortune 500, multinational, middle-market public companies and some of the largest privately held companies in the United States. Many of these clients are global leaders in their industries, including agribusiness, energy, finance, manufacturing, communications, transportation, franchising, design and engineering. Our lawyers have earned distinction for legal strategies and innovative solutions provided to meet the business and regulatory challenges of our clients in these industries.

The Franchising & Distribution practice focuses on the design, implementation, financing and maintenance of franchise and distribution businesses. Our franchise attorneys coordinate work with practice areas vital to franchise and distribution clients, such as Intellectual Property, Labor & Employment, Real Estate, Securities, Mergers & Acquisitions, Tax and Antitrust.

Our services include proactive counseling to franchise and distribution clients. Our franchise attorneys design policies and procedures aimed at maintaining positive relationships between franchisors or suppliers and their franchisees and distributors. Legal and business guidance is provided to start-up companies in the development stages of their franchise and distribution concepts.

The franchise practice covers federal and state regulatory compliance, area development and single-unit franchise offerings, development of non-franchise distribution systems, relationship issues, dispute resolution, trademarks and licensing of intellectual property, capital raising and acquisitions. Practice experience and expertise is used to effectively and efficiently assist clients in defining and achieving development goals.

Donald A. Culp, chair of Blackwell Sanders Franchise & Distribution department, has long been recognized as an industry expert in franchising and distribution law and has guided clients in structuring, implementing and maintaining comprehensive franchise systems in product and service industries. Don is a frequent speaker at legal symposiums and seminars on franchising and distribution. He is listed in Best Lawyers in America: 1997 through 2006.

Wade Kerrigan, focuses primarily in the areas of Franchising & Distribution, Mergers & Acquisitions, Intellectual Property and Technology. He provides emerging technology companies legal and business guidance that helps them strategically plan corporate alliances, technology development and intellectual property protection.

John Moore, focuses on federal and state regulatory compliance for franchisors and acquisition, financing and securities offerings.

Christina L. Weis, concentrates her practice in general corporate, securities, mergers and acquisitions and franchising. She advises clients on franchise transactions and counsels clients with respect to the formation of business entities, management and transformation of contractual relationships, asset and stock acquisitions and compliance with securities regulation.

Michelle Gruber, an Associate of Blackwell Sanders, directs her attention to commercial transactions and assisting clients on franchising issues.

Sonnenschein Nath & Rosenthal LLP

700 Lawyers in: Chicago Kansas City Los Angeles New York St. Louis
San Francisco Short Hills, N.J. Washington, D.C. West Palm Beach

Sonnenschein's Antitrust, Marketing Practices and Franchising/Distribution Practice Group is a core component of the firm. Well-recognized for its ability to combine legal knowledge and customized solutions with a detailed, practical understanding of the businesses with which it deals, this practice is involved in all aspects of franchising, distribution and licensing, both domestically and internationally. Long standing relationships with major franchising and distribution companies, manufacturers and suppliers, such as food servicesincluding McDonald'shotels and lodging, real estate brokerage offices, windows, pharmacies, water treatment and retail sales, all provide Sonnenschein attorneys with a broad perspective of franchise and distribution operations.

Our lawyers bring winning legal strategies based on more than 30 years of experience as leaders in counseling clients on franchising and distribution matters, whether statutory or common law. Our franchise clients often rely on us for every aspect of their business: everything from corporate transactions to franchise regulatory services, dispute resolution to licensing, intellectual property and e-commerce.

Alan Silberman (Chicago), a former Chair of the Section of Antitrust Law of the American Bar Association, chairs our Antitrust, Marketing Practices and Franchising/Distribution Practice Group. National section chairs are Robert Joseph (Antitrust), Robert King, Jr. (Franchising/Distribution), and Christopher "Kit" Smith (Marketing Practices). Mr. Joseph (Chicago) is immediate past Chair of the ABA Antitrust Section. Mr. King (Chicago) is a widely respected commercial litigator with more than 25 years of trial and appellate experience in state and federal courts nationwide; he concentrates in franchise, antitrust and intellectual property litigation, as well as class action defense work. Rochelle Spandorf (Los Angeles), a former Chair of the ABA Forum on Franchising, was in 2005 named a Southern California "Super Lawyer" in the field of Franchise & Dealership in a peer survey conducted by Law & Politics Media, Inc.; she has twice chaired The State Bar of California Franchise Law Committee.

John Baer (Chicago) serves on the Governing Committee of the ABA Forum on Franchising and holds the position of Publications Officer; he is Chair of the Illinois Attorney General's Franchise Advisory Board, Editor of the CCH Sales Representative Law Guide, and serves on the Editorial Advisory Board of the International Journal of Franchising Law.

Messrs. Silberman, Joseph and Baer, Ms. Spandorf, and Stephen Rovak (St. Louis) have been selected for inclusion in An International Who's Who of Business Lawyers, Franchise (2004-2005). Other lawyers, including James Goniea (San Francisco), John Koski (Chicago), Reid Ashinoff (New York), Curtis Woods and Ed Marquette (Kansas City), are nationally and internationally recognized authorities in these areas as well. Many of our lawyers are prominently involved in activities of the ABA Forum on Franchising, the ABA Antitrust Section, the International Franchise Association, the International Bar Association and other organizations.

Sonnenschein attorneys regularly advise, prepare documents, negotiate and litigate on behalf of clients in all fundamental areas in this field.

We can:

  • Develop concepts and plans for new distribution and franchising arrangements, modify existing franchise systems, and structure new franchise programs;
  • Develop and negotiate transactions that implement distribution and franchising arrangements on a national and international basis;
  • Represent clients in litigation, arbitration and mediation involving franchise, distribution and licensing disputes;
  • Prepare Offering Circulars for franchisors and register them in the 14 states requiring some type of registration or filing;
  • Prepare domestic and international agency, sales representative and licensing agreements;
  • Provide counseling regarding a franchisor's or manufacturer's reserved distribution rights and various types of geographic and market-based encroachment issues;
  • Assist with acquisition or sale of franchising companies, and their integration into existing franchise or distribution operations;
  • Assist clients with B2B and other electronic commerce issues involving franchising and distribution;
  • Structure documents and procedures to comply with federal and state law and regulations;
  • Develop operational standards and manuals, and enforcement of operational standards, procedures and customer relations practices;
  • Navigate clients through inspection and audit rights and reporting responsibilities;
  • Recommend pricing strategies, review pricing practices, sales and promotion programs, and advertising practices;
  • Assist with trademark and copyright issues;
  • Handle bankruptcy and reorganization of distributors or franchises;
  • Represent distributor or franchisee associations; and
  • Resolve default and termination issues.

For more information, please contact:

In Kansas City:
I. Edward Marquette, 816.460.2405
Curtis E. Woods, 816.460.2425