Franchises are regulated by a myriad of international, federal and state laws and regulations. Armstrong Teasdale’s Franchising and Distribution lawyers have extensive experience counseling clients in these areas, including the development of new franchised companies operating both traditionally and digitally, preparation of franchise disclosure documents, compliance with federal, state and international regulatory requirements, contract negotiation, dispute resolution, trials and appeals, and representation in arbitration proceedings.
Franchisor and Franchisee Relationships: We regularly review and negotiate documents relating to franchise networks (including franchise agreements) and both the sale and purchase of franchises, and maintain an active practice in dispute resolution, both in avoidance of litigation and in handling litigation, through all stages. We have handled claims on grounds including breach of the franchise agreement, injunctive relief and trademark infringement, and third-party liability issues.
Litigation: We maintain an active litigation practice in the franchise area, mostly on behalf of franchisors. The firm’s trial lawyers have successfully handled complex franchise cases, including class actions, in both federal and state courts; domestic and international arbitrations; and state, federal and international regulatory proceedings. Our lawyers routinely handle contract disputes, intellectual property, including Lanham Act matters, vicarious tort liability cases, unfair competition and business-related torts, and litigation regarding relationship laws and disclosure statutes.
Franchise System Development: We assist clients in assessing whether franchising is an appropriate method for distributing goods and services and, if so, whether the use of regional franchise brokers, sub-franchising or area development agreements is the most efficient. We also advise clients on antitrust and competition law considerations related to franchising and distribution issues.
Compliance with Disclosure Laws: State disclosure requirements differ throughout the country and can carry harsh penalties for violations. Our lawyers have experience in registering franchises in jurisdictions where prior registration is required. We prepare and update franchise disclosure documents, franchise agreements and other documents necessary for the creation, operation and growth of franchise systems worldwide.
Distribution: We also represent non-franchised clients engaged in the distribution of various types of goods and services. We have negotiated and drafted distribution agreements and assisted clients in their ongoing operations, including litigation and alternative dispute resolution worldwide arising from dealer termination issues, breach of distributorship agreements and unfair competition claims.
Trademark and Licensing: Trademarks are integral to franchising and licensing. Armstrong Teasdale’s Intellectual Property practice group works in collaboration with the Franchise and Distribution practice on trademark-related issues to serve clients whose businesses need trademark or involve licensing of intellectual property such as computer software, business plans and trademarks.
Franchise Acquisitions: Franchisors and franchisees face unique challenges in acquiring and divesting. Our Franchising and Distribution lawyers have deep experience representing clients on both the buy and sell sides of such transactions and understand the intricacies of the deal structure. We also leverage individuals from our robust Mergers and Acquisitions, Debt Finance and Tax practices to provide comprehensive guidance, no matter the specific strategic goals.