On Demand

Essentials

The Essentials of Franchise Law

1h 2m

Created on February 14, 2023

Intermediate

CC
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Course Price

$79


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Overview

Franchise businesses account 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. Franchising is a business model that accelerates a brand's expansion. At the core of every franchise relationship is a contract whereby a concept owner licenses its trademarks and business methods to an entrepreneur motivated to own and operate their own business under the concept owner's brand. Unlike other types of private contractual arrangements, the process of selling and terminating franchise relationships is highly regulated by laws with potentially serious consequences if not complied with, including personal liability of the franchisor's management, treble damages, and even jail time. Given the undeniable popularity of franchising and its economic importance, every practitioner should know the essentials of franchise law and how to identify when a commercial relationship is a franchise.  

This course, presented by Rochelle Spandorf, of Davis Wright Tremaine's Los Angeles office, a nationally-recognized thought leader in franchise law, will explain the fundamentals of U.S. franchise laws including how to recognize when a license, dealer or distribution agreement is really a franchise. The course will demystify franchise sales compliance duties by explaining the basics of pre-sale disclosure and registration requirements, describe how franchise relationship laws work, offer guidance for effective franchisee representation, and highlight key judicial and regulatory decisions in the practice area.  


Learning Objectives:

  1. Discuss what a franchise is, the distinctions between a franchise and a non-franchise license, and why franchise status is important

  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 financial performance representations

  3. Comprehend the scope of state franchise relationship laws in regulating franchise parties

  4. Draft effective franchise agreements

  5. Identify key concerns in representing franchisees, with reference to important franchise cases and enforcement decisions

Credits

Faculty

Rochelle Spandorf

Rochelle Spandorf

Partner | 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.

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