Franchise Law Essentials

(223 Ratings)

Produced on: July 13, 2017

Course Format On Demand Audio

Taught by


Course Description

Time 60 minutes
Difficulty Intermediate
Franchise businesses represent an immense sector of the U.S. economy, accounting for more than half of all U.S. retail sales and one in every seven jobs today. While most associate franchising with McDonald’s golden arches, franchise businesses are far more diverse and touch at least 75 different industry sectors. The franchise method of doing business embodies the entrepreneurial spirit by combining the power of one party’s brand and business methods with another party’s desire to own and operate their own business. Yet, unlike other types of private consensual arrangements, franchise relationships are highly regulated by laws with potentially serious consequences including personal liability of a franchisor’s management. Given franchising’s popularity and economic importance, every practitioner should know the essentials of franchise law and when to suspect that a commercial relationship may be a franchise.

This course, presented by Rochelle Spandorf, of Davis Wright Tremaine’s Los Angeles office, chair of the firm’s National Franchise Practice Group, explains the fundamentals of U.S. franchise laws, including how to recognize when a license, dealer or distribution agreement is really a franchise. The course demystifies franchise sales compliance duties by explaining the basics of pre-sale disclosure and registration requirements, describes how franchise relationship laws regulate franchise parties, offers guidance for effective franchisee representation, and highlights key judicial and regulatory decisions in the practice area.

Learning Objectives:

  1. Understand what a franchise is and the distinctions between a franchise and a non-franchise license
  2. Review the basics of franchise sales laws, including the function of the franchise disclosure document, legal duties in franchise registration states, ongoing franchise sales compliance responsibilities, and the regulation of financial performance representations
  3. Comprehend the role of state franchise relationship laws
  4. Draft effective franchise agreements
  5. Identify key concerns in representing franchisees, with reference to important franchise cases and enforcement decisions


Rochelle Spandorf

Davis Wright Tremaine

Shelley Spandorf is a nationally recognized business franchise and distribution attorney with more than 35 years of experience representing franchisors, manufacturers, licensors, suppliers, franchisees, and distributors in their domestic and international expansion and strategic development. Shelley concentrates her practice on a broad spectrum of transactional and regulatory issues for clients in all industry sectors, from startups to mature public companies. Shelley assists clients with their contracts and legal compliance including preparing franchise disclosure documents, domestic and international franchise and distribution agreements, and registration filings. She counsels clients on franchise sales compliance duties, and advises franchise and non-franchise distribution systems on a broad array of operating issues ranging from contract enforcement to trademark protection, relationship disputes, antitrust and pricing matters, terminations and transfers, mergers and acquisitions, and implementation of system-wide changes.

Shelley has advised numerous companies on the issue of whether a particular commercial arrangement is a franchise. With significant experience on this issue, she not only has served as an expert witness in litigation, but has helped dozens of companies evaluate restructuring alternatives to avoid regulation as a franchise. Shelley supplies strategic litigation support in cases involving franchise agreements or where franchise status is an issue and represents clients in mediations and before government agencies in addition to serving as a mediator of franchise disputes.

Shelley assists companies in the acquisition of franchise and non-franchise distribution systems and corporate financing by providing franchise due diligence reviews and lead counsel services. On behalf of franchisees and area developers, Shelley also assists with the acquisition and sale of franchise rights and handles a broad range of transactional projects.

Shelley is nationally ranked by Chambers USA as one of the leading U.S. franchise attorneys and recognized as a certified specialist in franchise and distribution law by the California State Bar. In 2013, Who’s Who Legal identified Shelley as one of the ten most highly regarded individuals in franchise law in the world, and the only woman earning this distinction in the U.S.


woody r.

Good presentation if you are interested in this subject

James A.

very helpful

Jodi P.

Rochelle was organized and great!

Matthew B.

Very good speaker

john n.

Very thorough. She knows her stufff. Thanks

Michael O.

Great class. Instructor was very knowledgable.

James K.

This was an incredibly informative presentation!

Ann W.

Speaker was clear and concise. Slides followed along nicely.

Melissa C.

Excellent presentation.

Lynnann K.

excellent presentation

Judith T.

The lecturer has a deep and broad knowledge of the subject area.

Kash B.

Great presentation

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