Ballard Spahr Andrews & Ingersoll, LLP

Ballard Spahr's Franchise and Distribution Group focuses on the needs of franchise and distribution system companies to deliver complete solutions, integrating transactional creativity with regulatory experience, intellectual property protection, and litigation prosecution and management.

By organizing a practice team around our clients' business and legal needs, Ballard Spahr is well suited to cover the full range of issues facing our franchise and distribution industry clients in today's rapidly evolving business environment. Our clients include large private and public multi-national companies, growing and start-up franchise and distribution systems, multi-unit developers and operators, private investors and venture capital companies contemplating franchise and distribution system investment opportunities, and lending institutions engaged in lending and other financial activities.

Ballard Spahr lawyers have been engaged in a wide variety of franchise and distribution system-related matters, including:

  • Franchise Law Counseling and Compliance
  • Litigation
  • Distribution and Sales Agency Counseling
  • Mergers/Acquisitions
  • Securities
  • Financial Lending
  • Intellectual Property
  • Real Estate/Land Use/Retail Development
  • Workouts/Bankruptcy

DLA Piper Rudnick Gray Cary

DLA Piper Rudnick Gray Cary has been a national and international leader in franchise and distribution law since modern franchising began, and has been named the number one firm in the world in the area of franchise law by the respected international survey edition of The International Whos Who of Franchise Lawyers. Fifteen of the groups lawyers were also singled out for recognition, more than double the number from any other firm.

We currently represent several hundred franchisors and other enterprises that distribute products and services. Our practice is national and international in scope and we have represented clients in more than 100 countries. Over the past 40 years, members of the Franchise and Distribution group have assisted in the structuring and development of more than 1000 franchising programs. Though the majority of these franchising programs involved franchise relationships in such familiar consumer industries as foodservice, lodging, automotive aftermarket and business and consumer services, we have assisted many companies develop domestic and international franchising programs in nontraditional business categories or with nontraditional structures.

Our Franchise and Distribution lawyers, working with state franchise law administrators, were the principal authors of the Uniform Franchise Offering Circular ("UFOC") Guidelines, developed during the 1970s (and periodically updated, with our assistance) to bring greater uniformity to the registration and disclosure of franchise offerings. Piper Rudnick is general counsel to the International Franchise Association and the International Franchise Association Educational Foundation.

Compliance, Relationship and Transactional Matters

We provide a number of franchise or distribution-related services:

  • structuring and documenting franchise and distribution relationships;
  • advising companies with respect to structuring distribution relationships that avoid regulation under state and federal franchise disclosure and business opportunity laws;
  • preparing disclosure documents, state registrations of franchise offers and counseling on compliance with all elements of disclosure regulation and franchisee recruitment;
  • counseling on franchise and dealership terminations and transfers and compliance with federal and state franchise and dealer relationship regulation;
  • advising clients with respect to the impact of developments in technology and communication on their franchise and distribution relationships;
  • structuring advertising funds;
  • developing supply programs for franchisees, including establishing buying cooperatives owned by franchisees;
  • counseling with respect to complex antitrust issues that may affect the structure of a franchise or distribution network and a company's services and sources of revenue;
  • assisting franchisors to develop internal dispute resolution programs;
  • assisting companies to devise and develop new distribution channels and techniques;
  • developing strategies and programs to minimize and resolve network expansion conflicts;
  • counseling franchising companies on potential merger and acquisition opportunities.

Dispute Resolution

Lawyers in the Franchise and Distribution group assist franchisors and other clients in dispute resolution -- whether with franchisees, suppliers to the network, competitors or state and federal government agencies. Ideally, we help clients avoid disputes, by recommending business solutions to defuse problems that might otherwise explode into costly and protracted litigation; but litigation sometimes cannot be avoided. We represent our clients in all forums throughout the United States and have represented franchise and other distribution companies in hundreds of federal and state court and arbitration proceedings -- from New York to Japan - with respect to such diverse issues as breach of contract, fraud, RICO, trademark and copyright infringement, termination, vicarious liability, network expansion conflict, use of alternative distribution channels, implied covenant of good faith and fair dealing claims, transfer issues, discrimination claims, enforcement of system standards, antitrust, franchise registration and disclosure compliance, restrictive covenants, electronic commerce, consumer fraud, product liability and securities fraud.

International Franchising and Distribution

We've been part of the global market for more than 30 years. In helping U.S. companies expand world-wide, we have built a wideranging international franchise and distribution practice. It includes not only U.S. clients seeking to expand abroad, but also foreign clients seeking to expand into the United States, as well as into other cross-border markets and, in some cases, within their own countries. We have extensive experience in structuring, negotiating and documenting international master franchise and area development relationships, joint ventures and other distribution relationships in North America, Europe, the Middle East, Asia, Australia, Africa and Latin America. We have handled transactions in every major country in the world.

Rounding Out Our Support

While compliance with applicable franchise and business opportunity laws is often foremost among a franchisor's concerns, a myriad of other laws will affect the development and implementation of franchise and distribution networks. Firm lawyers bring substantial experience in counseling clients in important areas of the law beyond franchising, distribution, antitrust and intellectual property that affect both domestic and international companies: e.g., bankruptcy, commercial, contract, corporate, employment, environmental, finance, labor, insurance, intellectual property, information technology, electronic commerce, mergers and acquisitions, partnership, real estate, securities, tax and others. In each of these areas, we can draw as necessary on the experience of other practice groups within the firm.

For more information about the firm and our practice, visit our Web site at


Fisher & Zucker LLC



402 Park Boulevard
Cherry Hill, NJ 08002
Phone: (856) 665-5253
Fax: (856) 488-2108


Fisher & Zucker LLC is a full-service law firm with a national practice dedicated almost exclusively to franchising and business licensing matters. The firm has offices in Pennsylvania, New Jersey and Georgia. Our lawyers have devoted their practices to franchising and also have extensive experience in commercial litigation, arbitration and mediation. The firm litigates throughout the country and provides advice on franchise development, regulatory compliance, distribution and trademark licensing and protection matters. Philadelphia Magazine named the firm's two partners, Lane Fisher and Jeffrey Zucker, as Pennsylvania Superlawyers in its June 2004 and June 2005 issues.

Lane Fisher For over 15 years, Lane has represented franchisors in business transactions and complex litigation including matters related to trademark and copyright infringement, franchise development, and regulatory issues. Lane has also litigated the enforcement of franchise agreement obligations on behalf of franchisors, including non-competition covenants, collections, under-reporting and encroachment claims. Lane holds a BBA in finance and an MBA in international business from George Washington University. Lane is a frequent speaker at franchise conferences, has written extensively on franchise-related issues and appeared on CN8 and CNN-fn. Lane is a member of IFAs Board of Directors, its Executive Committee and is the chair of IFAs Supplier Forum Advisory Board and its Franchise Business Network Task Force. He is a member of the New Jersey Bar Association Franchise Law Committee and Philadelphia Bar Association Franchise Law Committee. Lane is admitted to practice in Pennsylvania and New Jersey.

Jeffrey Zucker Jeff has been representing clients in businessrelated matters for over 15 years - first as an accountant and for the past 10 years as an attorney. While Jeff practices in the area of commercial law generally, he has concentrated on franchise-related transactions, litigation and pre-litigation counseling. He frequently represents franchisors in litigation regarding trademark, posttermination covenants and related issues and assists franchisors and other commercial clients in reaching effective, common sense solutions to business problems. Jeff served on the Franchise Law Committee of the New Jersey State Bar Association and was the Vice Chair of the Franchise Law Committee of the Philadelphia Bar Association. Jeff is admitted to practice in Pennsylvania and New Jersey.

J. Samuel Choate, Jr. Sam is a nationally recognized authority on consumer finance. Over the last 20 years he has represented corporate and association clients in drafting and lobbying to passage over 40 state laws regulating consumer finance transactions as well as defending consumer finance and other class actions. Sam joined the firm after 4 years as General Counsel to Check Into Cash, Inc., of Cleveland, Tennessee. During his tenure at Check Into Cash, Sam helped found the Community Financial Services Association of America, Inc., the national trade association for the payday advance industry. Sam is admitted to practice in Georgia, Virginia and the District of Columbia.

F. Joseph Dunn Joes practice focuses on business transactions and commercial litigation with an emphasis on franchise matters. Joe is a former corporate counsel for AAMCO Transmissions, Inc. and is experienced in regulatory compliance, intellectual property, licensing agreements and employment law. Joe frequently represents franchisors and other commercial clients in litigation involving the enforcement of franchise system standards and non-competition covenants. Joe is admitted to practice in Pennsylvania and New Jersey.

Laurence Kagan Larrys practice concentrates on litigation and alternative dispute resolution in franchise matters, regulatory compliance, franchise transactions and business counseling. Larry also represents commercial landlords and tenants and buyers and sellers in real estate transactions and dispute resolution and business clients in commerce lending transactions. Larry is admitted to practice in New York, Pennsylvania, and New Jersey.

David J. Allsman Daves practice focuses on business transactions and commercial litigation with an emphasis on franchise matters. Dave counsels franchisors on matters including franchise disclosure and regulatory compliance and the enforcement of franchise agreements and commercial contracts. Dave is admitted to practice in Pennsylvania and New Jersey.

Howard Gottlieb Howards practice focuses on business transactions and commercial litigation with an emphasis on franchise matters and trademark disputes. Howard is also our principal drafter of federal and state disclosure documents for start-up franchisors. Howard was formerly the Associate General Counsel at Alco Industries, Inc. Howard is admitted to practice in Pennsylvania and New Jersey.

Alexander Krasnitsky Alexs practice concentrates on franchise litigation and on transactional matters including franchise disclosures, regulatory compliance, contract drafting, intellectual property law, and day-to-day business counseling. Alex is admitted to practice in Pennsylvania and New Jersey.

Christopher Anderson Chriss practice focuses on franchise disclosure and regulatory compliance, state franchise registration, business transactions, contract drafting, trademarks, day-to-day business counseling, litigation, and alternative dispute resolution. Chris is admitted to practice in Pennsylvania.

Sonnenschein Nath & Rosenthal LLP

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 New York:
Reid L. Ashinoff, 212.768.6730