Franchising & Distribution

As a client of our franchise team, you will not be a number. When you need us, we will answer with the personalized attention you need and want.

UB Greensfelder’s Franchise & Distribution Industry Group delivers focused, strategic growth solutions and practical advice to franchisors across various industries. We provide valuable guidance through system growth, expansion abroad, business acquisitions, or mergers. Our relationships with clients are often continuous, and we’re there to handle large transactional matters or disputes and offer sound day-to-day counsel.

Who We Are

We are a collaborative team of transaction and litigation attorneys with industry-focused knowledge and experience. Our team of transactional attorneys helps put the right agreements into place and ensure compliance to minimize problems down the road. When disputes do arise, our franchise litigation attorneys can assist with early dispute resolution and full litigation, including class action defense.

Attorneys in our Franchise & Distribution Group have received numerous individual and group recognitions and awards, including Chambers USA, U.S. News - Best Law Firms Tier 1, and The Best Lawyers in America®, among others. We believe these achievements reflect not only our attorneys’ individual talent and drive, but also the teamwork of our tight-knit group and strong collaboration with our client partners.

How We Help

We work with franchise systems in all stages – from start-up to national and multi-national franchisors – and advise service- and product-based franchisors, distributors, and manufacturers, including food services, health care, real estate, motor fuel, hospitality, gyms, restaurants, insurance, and educational organizations. Our firm also counsels franchisors on other related matters, including employment, real estate, tax issues, non-compete and confidentiality agreements, and business succession planning.

We are a one-stop shop for emerging and established franchisors, including those going international, providing sophisticated strategic planning across a variety of franchise categories.

Clients frequently seek our experience in the following areas:

Transactional

• Negotiation and preparation of franchise agreements and area development agreements
• Preparation and registration of franchise disclosure documents
• Development and management of exemption-based franchise systems
• Compliance with business opportunity laws and registration
• Mergers and acquisitions of and due diligence for franchise systems
• Drafting and negotiation of domestic and international distribution and supply agreements
• Terminations and renewals
• Marketing, branding, and rebranding matters
• Advertising and social media
• Review of operations manuals
• Insurance liability, vicarious liability, and joint-employer issues
• Post-termination restrictive covenants
• Advising lenders on loans for franchise transactions
• Alternatives to franchising
• Gift cards and loyalty programs, data privacy, data rights, and data breaches
• Intellectual property protection including trademark advice and registration

Litigation

• Mediation, arbitration, and litigation of franchise, antitrust, and regulatory issues
• Defense of breach of contract, terminations and non-renewals, violations of restrictive covenants, fraud, violation of state relationship laws, and other frequent franchise/distribution-related disputes
• All facets of class action litigation, from initial pleading challenges through class certification, trial or settlement, and claims processes
• Negotiation of state franchise, relationship, or sales representative disputes
• Coordinating with federal and state administrative agencies
• Litigation of industry-specific matters such as those involving state motor vehicle franchise practices statutes, the Petroleum Marketing Practices Act and state motor fuel marketing laws, and state consumer protection statutes
• Intellectual property protection and enforcement

Why Clients Choose UB Greensfelder

As a client of UB Greensfelder’s franchise team, you will not be a number. When you need us, we will answer with the personalized attention you need and want. Our clients tell us, “We have never had such responsive counsel.” We work to understand what your business is trying to do (we come visit you, on our dime). This allows us to prepare documents that fit your business needs, rather than resorting to a standard form.