We represent franchisees buying or selling the stock or the assets of all sizes of businesses. Buying or selling a business is an event most owners do only once or twice. It is important the transaction go smoothly, and that all risks inherent in such a transaction are understood and addressed appropriately. We strive to provide our clients with advice on managing risk, understanding options and making the best business decisions in the context of any given transaction. Contact us to discuss your deal and how we can help get it done.
We represent franchisees with dozens of locations, as well as individuals buying their first franchise. We have reviewed franchise agreements and FDD’s from many different franchisors. Some representative franchise systems are: Burger King, Taco Bell, KFC, Wendy’s, Amazing Lash, PIP Printing, Arby’s, Carl’s Jr, Jiffy L**e, Massage Envy, Fantastic Sam’s and many others.
We regularly help franchisees buy or sell locations, lease space, borrow money, lease equipment, handle insurance matters, renew franchise agreements and advise generally on all aspects of their business.
Master Franchisor/Area Developer Representation
Franchisors are using more and more area developers to expand. Also called sub-franchisors, and master franchisors, this arrangement is becoming more and more widespread. Having an attorney familiar with this type of arrangement review the agreement and negotiate on your behalf is crucial. Many points in the agreement have far-reaching implications. It is very important to understand what is in the agreement, and perhaps more important to understand what is not in the agreement (and should be). The firm has a great deal of experience in this area.
Leasing & Development
We regularly represent tenants of all sizes in drafting and negotiating leases and ground leases for both existing buildings and on a build to suit basis. It is important to fully understand the franchise’s needs for the space in order to make sure the space, the business and the lease are a good fit. It is also critical the attorney take the time to be certain the lease addresses franchisor requirements and allows the tenant the flexibility to modify the space as required by the franchisor, and maximizes ease of transfer of the business to a buyer. We will make sure the client’s needs and goals are being met, and that the terms of the lease are appropriate for the client, based on that client’s business and industry.
We assist many clients with the sale and lease-back of their own real estate. This unique transaction, in which buyers are typically in a 1031 exchange, presents its own distinct set of challenges and issues. New have a breadth of experience in this area, and are uniquely qualified to represent a seller in a sale & lease-back transaction.
BUSINESS LAW
Entity Formation & Partnership Agreements
Any business owner must consider the form of ownership for any venture, whether it is a sole proprietorship, corporation, limited liability company, or a general or limited partnership. Each form raises its own specific set up legal and tax issues that should be understood by the client. If the legal entity has partners, shareholders or members, the issues become more complex. We assist clients in thinking through all of the issues of governance and taxation that come with joint ownership. Clients must think through how decisions about operations and finance will get made, how taxes will get allocated, capital will be raised, and what will happen in the event of dissolution, disability, sale, death, divorce and other issues. We strive to help clients come up with a working framework for their venture, and come up with relevant and practical partnership agreements that will assist the partners as they move forward, and will not get stuck in a drawer and just forgotten about.
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