Ruby Tuesday Acquisition of Assets of Lime Fresh
Represented Ruby Tuesday, Inc. in its $24 million acquisition of assets of Lime Fresh Mexican Grill, Inc. and its affiliates. The asset purchase includes the brand's intellectual property rights and the assets of seven company owned restaurants, as well as royalties from five franchised restaurants.

Bores v. Domino's Pizza LLC, 530 F.3d 671 (8th Cir. 2008)
Reversed a summary judgment in favor of a franchisee on contract claims and obtained a take-nothing judgment in favor of the franchisor.

Domino's Wins 8th Circuit Case on Mandate of Hardware and Software to System
The Eighth Circuit reversed the districts court’s grant of summary judgment in favor of franchisees who had filed suit against Domino’s for mandating that its franchisees install its proprietary PULSE hardware and software by a date certain. The Eighth Circuit remanded with instructions to enter a take-nothing judgment in favor of Domino's. Kevin Bores, et al v. Domino's Pizza, LLC, 530 F.3d 671 (8th Cir. 2008).

Preparation of Revised Disclosure Documents - Casual Dining Chain
Represented a major casual dining chain in connection with the preparation of revised disclosure documents and other post-merger/post-royalty securitization changes.

California Remediation Program
Represented one of the largest service-based franchisors in the country in connection with a California remediation program.

Developed Franchise Disclosure Protocol
Developed an industry-leading state franchise disclosure protocol which enables our clients to obtain state franchise registrations faster, with less expense, and with fewer state requests for additional information than before.

Corporate and Financial Workout - Multi-Unit Franchisee with Restaurants in Hong Kong and Taiwan
Represented a major casual dining brand in connection with a corporate and financial workout with a multi-unit franchisee with restaurants in Hong Kong and Taiwan.

Co-Branding License
Represented a well-known bar/entertainment-facility licensor in connection with its co-branding license with major entertainment concern.

Developing Franchise and Refranchising Programs - Multi-Concept Restaurant Operator
Represented a multi-concept restaurant operator with developing franchise and refranchising programs for its mature restaurant brands. Established a product test arrangement between a quick-service pizza concept and a holder of food-concession rights at an international airport.

Establishment of a Manufacturing Joint Venture
Represented a proprietor of frozen pizza products to establish a manufacturing joint venture with the owner of a manufacturing facility.

Due Diligence and Risk Assessment Review
Represented a major pizza brand in connection with a comprehensive due diligence and risk assessment review of its international franchise program and resulting action plan.

Franchisor Filing in China
Represented a major casual dining steakhouse brand in connection with one of the first existing franchisor filings in China under the new Chinese franchising regulations.

Financial Workout - Multi-Unit Franchisee
Represented a major casual dining brand in connection with a corporate and financial workout with a multi-unit franchisee with restaurants in Hong Kong and Taiwan.

Franchise Expansion - Computer Retailer
Represented a major computer retailer in its franchise expansion and investment activities in Mexico.

Franchise Expansion -- Athletic Wear Retailer
Represented a large athletic wear retailer in its franchise expansion in the Dominican Republic, Ecuador, Peru, Panama and throughout Latin America, and additionally in Romania and Croatia.

Formation of Independent Association of Master Franchisees
Represented a group of master franchisees in connection with the formation and continuing representation of an independent association of master franchisees.

Franchising and Refranchising - Initial Foray
Represented a midsize casual dining brand in connection with its initial foray into franchising and refranchising.

International Development Agreement
Represented a U.S. restaurant brand in drafting an International Development Agreement, a License and Royalty Agreement and an International Services Agreement related to their franchise program in China.

FTC Advisory Opinion
Represented a franchisor in connection with obtaining an FTC Advisory Opinion regarding the ability to count parents and affiliates when analyzing the fractional franchise exemption.

Development and Implementation of a Multi-State Plan
Represented a fast casual dining chain in connection with the development and implementation of a multi-state plan to remedy over 100 franchise sales violations. The plan resulted in state administrative charges of less than $20,000, no state- or franchisee-initiated legal actions, and enabled the client to register its franchise offering in all desired states.

Negotiation of Development and Franchise Rights
Represented a private equity company in connection with its negotiation of development and franchise rights for a major restaurant brand.

Offer and Sale of Marks and System - Casual Dining Restaurant
Represented a casual dining seafood restaurant in connection with the offer and sale of its marks and system to a Saudi Arabian party that will develop and operate restaurants in 10 Mid East and surrounding countries.

Preparation of Revised Offering Circular
Represented a major casual dining brand to prepare a revised offering circular and refranchising forms (including purchase documentation) in connection with plans to refranchise over 500 restaurants. We also assisted with the sale and purchase documents for the first sale of almost 50 restaurants to an existing franchisee.

Master Franchising - Brazil and Mexico
Represented an internationally recognized video rental retailer in its master franchising in Brazil and Mexico.

Major Casual Dining: Entry Into Russian and Middle Eastern Markets
Represented a major casual dining steakhouse brand in connection with its entry into the Russian and Middle Eastern markets.

Preparation of International-Specific Disclosure Documents
Represented dozens of franchisors in connection with the preparation of international-specific disclosure documents and regulatory filings.

Negotiation of a Revised Franchise Agreement
Represented an international franchised retail chain in the negotiation of a revised franchise agreement and operational policies with the franchisor’s franchisee association.

Restructuring of Domestic Franchise Program
Represented a major international video and entertainment chain in connection with the restructuring of its domestic franchise program.

Refranchising - Taiwan Market
Represented a major video franchisor in connection with the refranchising of the Taiwan market.

Registration of Franchise Offerings
Represented numerous start-up franchisors and mature companies in the registration of franchise offerings.

International Transaction - Casual Dining Brand
Represented a major U.S. casual dining brand in its entry into Canada and Mexico as its first international transaction in more than ten years.

Proposed Private Placement
Represented a leading environmentally friendly vehicle rental company in connection with a proposed private placement.

Retrieval of Pirated Internet Doman Names
Represented franchisors in the retrieval of pirated Internet domain names through ICANN proceedings.

Secured Creditors through Loan Covenant Default and Reorganization
Represented multi-chain franchise holding company in dealings with master franchisees, regulators and secured creditors through loan covenant default and reorganization.

Remediation Plan to Remedy Franchise Sales
Represented a Fortune 500 company in preparing a remediation plan to remedy over 1,500 franchise sales violations in virtually all 50 states.