Resources
NEW JERSEY
Ballard Spahr
Andrews & Ingersoll, LLP
www.ballardspahr.com
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 Who�s
Who of Franchise Lawyers. Fifteen of the group�s 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 www.dlapiper.com/franchise
Fisher &
Zucker LLC
E-mail: Firm@FisherZucker.com
� www.franchise-law-firm.com
� www.FisherZucker.com
|
|
402 Park Boulevard |
|
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 IFA�s Board of Directors, its Executive Committee and
is the chair of IFA�s Supplier Forum Advisory Board and it�s 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
� Joe�s 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
� Larry�s 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
� Dave�s 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
� Howard�s 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
� Alex�s 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
� Chris�s 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
rashinoff@sonnenschein.com