Einbinder & Dunn, LLP has extensive knowledge and experience in franchise law, which provides a uniquely informative perspective as the firm counsels and advocates for both franchisors and franchisees nationwide. E&D handles transactional and regulatory matters for its clients and represents them in litigation and other dispute resolution venues in industries including retail, manufacturing, fast food, optical, health care, recreation, and service sectors.
Services for Franchisors
Einbinder & Dunn, LLP represents both start-up and established franchisor clients. The firm counsels its start-up franchisor clients in determining whether franchising is the proper method to further develop their business. Einbinder & Dunn assists in creating a franchise program, drafts disclosure documents and other franchise related agreements, and prepares and files disclosure documents for registration in registration states and all other states requiring notice or filing.
For established franchisor clients, Einbinder & Dunn conducts a comprehensive review of the franchisor's current disclosure document and related agreements to ensure that the franchisor has complied with all state and federal regulations and that the agreements insulate the franchisor from problems that often arise during the franchisor-franchisee relationship. The firm also assists its established franchisor clients in converting their current disclosure documents into the new Federal Trade Commission required Franchise Disclosure Document (FDD) format.
In addition to assisting franchisor clients with all transactional matters, Einbinder & Dunn also has experience in representing franchisors in litigation nationwide in state and federal courts, arbitration and mediation. On behalf of franchisor clients, the firm has successfully brought claims against franchisees to enforce non-competition and non-disclosure agreements and to protect the franchisor's trademarks, services marks, trade dress and other intellectual property. The firm also has successfully defended franchisor clients from actions brought by franchisees relating to alleged breaches of franchise agreements, including encroachment, improper termination, diminution of franchisee territories, and post-termination matters, among many others issues.
Services for Franchisees
The firm assists franchisee clients in all matters relating to business development, beginning with the creation and structuring of the franchisee entity, including the drafting of shareholder or partnership agreements and LLC operating agreement as appropriate. E&D will then counsel the franchisee regarding purchase of the franchise from the franchisor (or an existing franchisee), including advice in proper due diligence. It is the firm's goal to aid its franchisee clients in making (and protecting) sound investments. In this context, Einbinder & Dunn reviews all disclosure documents and franchise agreements, alerting its franchisee clients to any potentially dangerous provisions and negotiating with franchisors to obtain more favorable terms. The firm also advises its clients in the negotiation of renewals of existing franchise agreements. Einbinder & Dunn represents franchisees in real estate matters as well, including the review and negotiation of purchase agreements and leases and resolution of environmental and building code matters.
E&D efficiently represents franchisees nationwide in disputes with franchisors in state and federal courts and as well in arbitration and mediation venues. On behalf of franchisee clients, the firm has brought affirmative claims concerning, for example, earnings misrepresentations made by franchisors, franchisor misappropriation of advertising and rebate funds, and all manner of franchisors' breaches of franchise agreements (e.g., encroachment, improper termination, unreasonable withholding of approval of sales of franchised businesses, among many others). Einbinder & Dunn regularly represents franchisee clients in disputes relating to non-compete agreements, confidentiality of trade secrets, continued use of proprietary marks, and other post-termination matters. The firm defends franchisee clients against claims of violations of systems standards, failures to remodel/refurbish, and trademark infringement/unfair competition.
