Negotiating and Drafting Franchise Agreements: Key Provisions and Negotiating Strategies
Personal Guaranty and Other Key Terms, Legal and Business Considerations
Recording of a 90-minute CLE video webinar with Q&A
This CLE webinar will provide guidance to business counsel on how to negotiate and draft franchise agreements and ancillary documents. The discussion will include key issues for counsel to consider when advising clients concerning key provisions in the franchise agreement, negotiating strategies, dispute resolution, and other risk management strategies.
Outline
- Overview of franchise registration and proper disclosure
- Franchise models
- Franchise documents
- Negotiating strategies
- Best practices for avoiding disputes and litigation
Benefits
The panel will review these and other important issues:
- What is a franchise and how do franchise laws regulate franchise relationships?
- Common contracts used by franchise parties to define their relationship
- Why negotiate? A franchisor's willingness to negotiate and a franchisee's negotiating strength
- The franchisor's and franchisee's objectives in negotiating key franchise agreements provisions:
- Term length and renewal rights
- Fees
- Territorial rights and exclusivity
- Development time
- Covenants not to compete
- Personal guarantees by franchise owners and indemnity obligations
- Transfer restrictions
- Franchisor reservations of rights
- Termination
- Dispute resolution
Faculty
Brooke Ashton
Shareholder
Fetzer Booth
Ms. Ashton’s practice areas include business law, franchise law, contracts, and other related fields of law. She... | Read More
Ms. Ashton’s practice areas include business law, franchise law, contracts, and other related fields of law. She works directly with entrepreneurs to prepare the legal framework on which their business ideas and concepts can grow and thrive. Ms. Ashton’s has had the opportunity to plan, design and implement dozens of franchise and other distribution/license programs, working directly with clients to ensure their legal documents reflect their vision.
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Julie Lusthaus
Principal
Lusthaus Law
Ms. Lusthaus’ practice focuses on franchise and general business matters. She represents a broad spectrum of... | Read More
Ms. Lusthaus’ practice focuses on franchise and general business matters. She represents a broad spectrum of franchised and independently owned businesses and their owners in all stages of growth. Ms. Lusthaus’ clients operate businesses in various industries including restaurants (full-service, bakeries, cafés, delis, QSRs and juice bars), retail, hospitality, real estate, fitness, recreation and family entertainment, business services, household and home improvement services, healthcare, education, childcare, pet services, printing, used clothing, senior care, residential and commercial cleaning, staffing services and disaster restoration. She is also a skilled litigator with many years’ experience representing business clients in state and federal courts as well as in arbitration and mediation.
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Rochelle (Shelley) Spandorf
Of Counsel
Steinbrecher & Span
Ms. Spandorf is a nationally recognized business franchise and distribution attorney with more than 40 years of... | Read More
Ms. Spandorf is a nationally recognized business franchise and distribution attorney with more than 40 years of experience representing franchisors, manufacturers, licensors, suppliers, franchisees, and distributors in their domestic and international expansion and strategic development. She concentrates her practice on a broad spectrum of transactional and regulatory issues for clients in all industry sectors, from startups to mature public companies. Ms. Spandorf 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 franchisors, suppliers, and trademark licensors 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. Ms. Spandorf represents U.S. franchisors in their international expansion activities and helps foreign franchisors bring their franchise system into the U.S. She assists companies in the acquisition and sale of franchise systems or franchise units by providing franchise due diligence reviews and lead counsel services. On behalf of franchisees and area developers, Ms. Spandorf assists with the acquisition and sale of franchise rights and various transactional assignments. She is one of ten attorneys in the United States ranked by Chambers USA in its highest category (Band One) of leading U.S. franchise attorneys. Ms. Spandorf is recognized as a certified specialist in franchise and distribution law by the California State Bar. She has the distinction of being the first woman to chair the ABA Forum on Franchising, the nation's preeminent association of franchise attorneys, and has twice chaired the California State Bar Franchise Law Committee in North America. Ms. Spandorf is a frequent speaker and author on franchise topics and resource to the press on franchise issues. She was named by her peers as a 2022 “Lawyer of the Year” in the franchise law category in Best’s Lawyers, and has consistently been recognized as a “Global Elite Thought Leader” in franchise law in Who’s Who Legal USA, another annual peer ranking.
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