Franchise and Distribution
Haynes and Boone lawyers are highly experienced in domestic and international franchising. We know how to balance the legitimate business objectives and economic expectations of all parties in franchise and distribution relationships. Franchisor and supplier relationships with their franchisees and distributors are regulated more intensely and in more complex, far-reaching ways than just about any other commercial interaction. State laws are often contradictory, federal law on antitrust and pricing can trap the unwary, and cross-border business arrangements grow more complex daily. In this multifaceted environment we understand the business viewpoints and legal intricacies.
A Position of Strength
Our franchise and distribution lawyers are experienced and internationally recognized for their skills. They are authors of countless books and articles, and are respected sources of guidance for numerous publications and editorial boards.
We represent companies of all sizes and in diverse industries, and have the industry insight to help them decide to establish new franchise, licensing and distribution programs around the world. And by drawing on Haynes and Boone’s capabilities to help with financing, IP, tax, real estate, corporate, labor and employment, and many other issues, we can resolve whatever business problems arise for our clients – from structuring the franchise or distribution program to enforcing the agreement and creating innovative financing and operational solutions.
Making the Relationships Work
Neither side in a franchise or distribution agreement wants to see it end in court or before an arbitrator. We’ve helped our clients avoid litigation by designing effective contractual remedies and providing strategic advice to help them anticipate and manage relationship issues. Our lawyers regularly pursue out-of-court resolutions between franchisor and franchisee as well as between franchisors and suppliers. We have a recognized track record because we understand the goals of all the parties – particularly the franchisor, who wants franchisees to follow a proven formula for success, but still flex their entrepreneurial muscles to take ownership in growing their business.
Although we try to keep our clients out of litigation, sometimes litigation is inevitable and we’re fully prepared when contract or other disputes go to trial. We’ve successfully resolved many types of franchise-related disputes, including instances where:
- Franchisees stop paying royalties or fail to maintain standards
- Franchisees improperly compete in-term or post term
- Franchisees holdover following termination or expiration
- Franchisees sue for damages or to forestall termination or post-termination obligations
We Know the Foodservice Industry
Haynes and Boone is a trusted advisor for national and global restaurant chains, food suppliers, food service equipment manufacturers and distributors. Franchised restaurant operations face complex financing, development, operational and litigation issues; yet too many law firms fail to really understand the industry and how it operates.
Our lawyers know the restaurant industry thoroughly, with several having in-house legal team experience with restaurant companies. We have hands-on experience with solutions to both the everyday and unique challenges our franchisor, franchisee, owner and investor clients face. Having handled the business issues and legal needs of clients with three to 3,000 locations, we understand the legal implications of hiring new employees, acquiring real estate or seeking financing.
With our multidisciplinary approach to franchise law we can address the entire design and structuring of a restaurant franchising program, from the initial structuring to the implementation of strategic growth initiatives. And we take care of other aspects of restaurant franchise operation, including business combinations, securities offerings and dispute resolution.
When restaurant companies expand, our lawyers handle every aspect of the real property transaction, from financing to zoning approval, including property negotiations with local governments. We have advised franchise restaurants in numerous land purchases and know the environmental regulations that apply to foodservice operations. Our construction industry knowledge enables us to handle building disputes nationwide.
Effectively Navigating the World of Franchising
Our attorneys are experienced and internationally recognized authorities in franchise law, having performed franchise legal services in more than 100 foreign countries. We maintain a world-wide network of franchise and distribution law attorneys; providing client services consisting of international franchise and distribution compliance programs and audits, international issues memoranda, customized international transaction procedures, international “wrap” disclosure documents, licensing agreements and “e-alerts” to our clients through “Hot Branding News.”
We offer advice designed to protect the client’s brand throughout the proposed relationship and to enhance opportunities to maximize the collection of net income from the target county. Because of experience gained from serving clients worldwide and our involvement in the International Franchise Association, American Bar Association and International Bar Association and international development programs, we offer insight into the business and legal issues faced by international franchisors. Our lawyers are regularly invited to speak on a range of international franchising topics at programs throughout the world.
Our attorneys have extensive experience representing clients who commence franchising programs and merge them or acquire them. Our experience includes advising clients expanding across borders and guiding clients who have decided to end their franchising programs. Strategies our clients have used include: direct single unit franchising; direct area development franchising; direct franchising from a branch office in the target country or region; joint ventures; joint ventures with master licensing and franchising; master franchising; licensing and product distribution.
We have drafted agreements that franchise for locations, military bases, airports, regions, countries and multiple countries, and we have addressed situations in which either the residence of the parties to a franchise agreement, or the countries involved necessitates evaluation of compliance with laws in multiple jurisdictions.
Because our practice involves representing clients in disputes in both domestic and international settings, we integrate the lessons we have learned about enforcing agreements into our counseling and drafting. We have developed a network of franchise lawyers throughout the world, and only continue working with those who deliver the quality of service our clients require.
Handling the Details for Success
The successful business ensures its future by developing a network for aggressive product and service distribution – the kind that captures profitable market share and grows a solid customer base. Haynes and Boone lawyers know how to create franchising and distributorship networks that strengthen their clients’ global reach. We handle the details – so our clients can create the success.