Practice Areas

Dealerships, Distribution, and Franchise

Formation, Structure, and Compliance

Formation of dealership, distributorship and franchise relationships by domestic and foreign entities and their compliance with the many United States and state laws is paramount in creating a platform for success.  The failure to pay sufficient attention to various laws relating to distribution models often leads to dire consequences and unanticipated liability to regulators and downstream distributors or licensees.  The firm works with its clients to the goal of providing clarity, transparency and ease of understanding by regulators, the parties and, as sometimes arises, the courts. 

More particularly, we:

  • Evaluate strategies from a legal viewpoint and the particular business’ intended relationships and operations;
  • Counsel and advise on all manner of operating structures via dealership, distributorship and/or licensed relationship model, including franchises;
  • Prepare contracts relating to these relationships, including distributor, model dealer, license, and franchise agreements;
  • Prepare and file with the regulators any necessary franchise registrations and Franchise Disclosure Documents (FDDs), the attendant renewals and modifications, and other required actions.

Litigation & Dispute Resolution

We also undertake the evaluation of the litigation risk, including likely legal and business consequences.  We act as pretrial, trial, and appellate counsel in various federal and state courts, as well as in arbitration and other alternative dispute resolution proceedings.
Issues on which we are well versed and which often are asserted include:

  • Allegations of fraud
  • Non-compliance with regulations
  • Failures to disclose
  • Breach of contract
  • Lack of support
  • Uniformity in application of standards
  • Calculation and payment of royalties
  • Enforcement
  • Termination
  • Misleading consumer advertising
  • Unfair trade practices
  • Inadvertent franchise relationships
  • Illegal restraints of trade