Franchise & Distribution
The lawyers in our Franchise and Distribution Group provide clients with comprehensive knowledge in multiple legal disciplines. Encompassing the areas of corporate finance, federal and state regulation compliance, intellectual property, litigation, labor and employment, government contracts, tax and real estate, Buchanan Ingersoll & Rooney's Franchise and Distribution Practice Group is a cross-section of attorneys who are recognized in their fields. Attorneys in our group have been named by clients and peers as
The Best Lawyers in America,
Franchise Times' "Legal Eagles,"
Super Lawyers®, "Top Lawyer," "Top Up and Comer" and "Lawyers on the Fast Track." They have also been quoted and published in leading franchise trade publications such as
Franchise World,
Franchise Times and
LJN’s Franchising Business & Law Alert®.
We provide our franchise and distribution clients with strategic advice to address the full spectrum of franchise-related issues, including:
Transactional Matters
- Acquiring and divesting franchise systems.
- Developing, operating and expanding franchise systems.
- Complying with franchise laws and regulations.
- International franchising.
Dispute Resolution
- Defending enforcement actions by federal and state franchise regulatory authorities.
- Counseling on pre-litigation dispute resolution.
- Enforcing franchisor quality standards, franchisee payment and reporting obligations, and post-termination restrictive covenants.
- Avoiding and defending vicarious liability.
Intellectual Property Issues
- Registering and protecting trademarks, service marks, and trade secrets.
- Planning and implementing distribution strategies and marketing and distribution agreements.
Labor and Employment Issues
- Preparing employment policies and employee handbooks, assisting in labor negotiations and defending employment claims and disputes.
- Preparing disaster readiness programs.
- Dealing with labor and employment issues in the franchise system.
Representative examples of cases or matters our group has handled include:
- Handled all of the franchise and intellectual property aspects of two acquisitions made by client NexCen Brands to purchase high-end ice cream chains Marble Slab Creamery and MaggieMoo's International. The chains had more than 520 franchise locations between them and combined sales of about $140 million, and are expected to be bought for $37 million in cash and stock.
- Successfully negotiated nationwide class action settlement on behalf of franchisor in connection with alleged deficiencies in prior UFOCs.
- Obtained a preliminary and permanent injunction and consent decree on behalf of an athletic and sporting good franchisor against a terminated franchisee for trademark and copyright infringement and violation of a covenant not to compete (federal court - Wyoming).
- Obtained permanent injunctions for a franchisor against former licensees in trademark enforcement actions.
- Obtained a favorable verdict for a hospitality franchisor client on its counterclaim for breach of a franchise agreement preceded by the entry of summary judgment in favor of the franchisor, its parent company and two former employees on the franchisee's complaint alleging RICO violations. The counterclaim was tried non-jury after the court granted our clients' motion to strike jury demand.
- Successfully defended a franchisor client from a competitor's motion for injunctive relief arising out of claims of false advertising.
Reported Decisions
- Bakrac, Inc. v. Villager Franchise Systems, Inc., 164 Fed. App. 820 (11th Cir.2006) (upholding grant of summary judgment in favor of franchisor on former franchisee's RICO claims and waiver of jury trial against franchisor)
- Miron v. Sloan, CCH Bus. Franchise Guide ¶ 13,101 (S.D. Tex. May 13, 2005) (successfully compelling arbitration against multiple franchisees who were raising claims based upon an allegedly defective Uniform Franchise Offering Circular)
- KJ Loughery, Inc. v. KRK, Inc., CCH Bus. Fran. Guide ¶ 13170 (E.D. Pa. 2005) (successfully secured preliminary injunctive relief for master franchisee through enforcement of restrictive covenant against franchisee)
- Howard Johnson International, Inc. v. Craven Properties Ltd., Inc., CCH Bus. Fran. Guide ¶ 12,386 (M.D. Fla.) (granting preliminary injunctive relief in favor of franchisor against former franchisee using variation of franchisor's name after expiration of license agreement)
- Century 21 Real Estate Corp. v. DiGennaro Real Estate, Inc., 2002 U.S. Dist. LEXIS 1456, 2002 WL 126631, CCH Bus. Fran. Guide ¶ 12,260 (E.D.Pa. 2002) (secured contempt order against former franchisee for trademark infringement)
- Athlete's Foot Marketing Associates v. Zell Investment, Inc., Civ. A. No. 00-186, 2000 WL 426186 (Feb. 17, 2000 W.D. Pa.) (granting preliminary injunction on behalf of franchisor seeking to enjoin terminated franchisee from infringing the marks and violating a post-termination non-competition agreement)