Franchise and Distribution

A leading Franchise and Distribution team with a national reputation for industry knowledge and business sense

Capabilities at a glance

  • As one of the largest groups of franchise and distribution lawyers in the country, we use our industry knowledge to give you a competitive advantage.
  • Our team includes active leaders in the ABA Forum on Franchising, editors of the Franchise Law Journal and members of various committees of the International Franchise Association.
  • Elite, experienced franchise litigators who have resolved major fights short of trial, and when necessary, have litigated some of the largest franchise-related disputes in the history of the industry.
  • One of the strongest middle market M&A teams nationwide and one of the top M&A franchise law firms anywhere.
  • Named “Franchise Law Firm of the Year” in 2019 and 2020 by Best Lawyers-U.S. News & World Report, and eight of our franchise attorneys were selected for the 2023 edition of Best Lawyers in America.

Franchise and distribution lawyers who work to achieve your business goals

As one of the biggest teams of Franchise and Distribution attorneys in the country, we always provide legal advice backed by a deep understanding of the market in which you operate. Many of our attorneys have impressive business qualifications, while others have worked as in-house counsel in your industry, and we put that business acumen to work for you. We help you navigate the maze of state, federal and international laws and establish, structure and expand your franchise systems into new jurisdictions unhindered. Where there is potential for brand acquisitions and M&A, we will help you take advantage of every opportunity. When disputes arise, our litigators have extensive experience successfully resolving them for our clients. We pride ourselves on providing cost-effective representation, so you can concentrate on maximizing the potential of your business.

Agile and experienced attorneys who understand your industry

Our team has experience representing clients ranging from the world’s largest franchisors and manufacturers to exciting new startups — and every size of company in between. Led by industry veterans with particular business insights and connections within the hospitality and restaurant arena, our team advises clients in the following industries:

  • Advertising
  • Automotive
  • Childcare and education
  • Financial services
  • Fitness
  • Food and beverage
  • Health care
  • Home services
  • Hospitality
  • Online businesses
  • Publications
  • Real estate brokerage
  • Restaurants
  • Retail stores
  • Storage and moving

We don’t just provide franchise-specific representation to our clients in these industries. By leveraging attorneys with experience in labor and employment, tax, intellectual property, product liability, privacy and data protection, contracting, M&A and more, we ensure you are protected on all fronts.


Establishing and growing systems

  • Structuring relationships to avoid burdensome franchise requirements.
  • Establishing franchise systems, worldwide intellectual property and supply chains.
  • Drafting franchise and license, distribution, area development, master license and joint-venture agreements.
  • Brand acquisitions/dispositions, M&A due diligence and documentation.
  • Helping U.S. brands expand internationally and non-U.S. brands expand into the U.S.
  • Nontraditional locations, including tribal lands, airports, universities, dual-branded franchises and kiosks.

Managing system and franchisee relationships

  • Implementing system changes and brand management/protection through quality enforcement programs.
  • Resolving disputes with franchise associations and advisory councils.
  • Developing impact and growth policies/programs.
  • Navigating financing issues, including traditional and nontraditional options and unique debt and capital structures.
  • Counseling regarding promotional/marketing, gift cards and sponsorship programs.
  • Advising on data privacy, employment, antitrust and e-commerce.
  • Avoiding default and termination disputes, franchise law violations and other franchise relationship claims.
  • Executing lender comfort letters and subordination agreements.
  • Creating communication plans for franchisee and system emergencies.

Core franchise law disputes

  • Franchisor liquidated or other damages
  • Franchisee attempts in court/arbitration to enjoin/obtain damages for termination, quality assurance, system standards’ enforcement and misuse of marketing funds
  • Franchisee claims regarding territorial encroachment, sales misrepresentations and disclosure violations
  • Claims regarding franchise relationship laws, breach of contract, fiduciary duty and good faith and fair dealing
  • Franchisor tortious interference claims arising from franchisee’s conversion to new brand
  • Franchisee class actions and multidistrict litigation
  • Mandatory/optional mediation

Franchise-related disputes

  • Actions regarding ADA, data leaks, wage and hour and other employment/labor claims by franchisees’ employees against franchisees and, as joint employers, against franchisors
  • Vicarious liability claims by third parties
  • Consumer class actions
  • Franchisee receivership and bankruptcy
  • Lender workouts and foreclosures with franchisees
  • Antitrust franchise supplier tying claims


  • We helped a fast-food brand establish and grow its franchise system since nearly the time of its inception to the present day, with more than 1,000 restaurants across the U.S. Our team assisted with franchise regulatory compliance, franchise disclosure documents, company structure, regulatory and transactional documents to implement its area representative and alternative venue programs, the reacquisition of area representative territories, intellectual property and trademarks, disputes with its franchisees and other parties, and international expansion. Quarles also handled all franchise and intellectual property aspects of its acquisition by a large multibrand restaurant chain.
  • We represented a professional services franchisor with over 200 franchisees domestically as well as multiple international masters. Our expansive, ongoing representation includes M&A, intellectual property, franchise regulatory compliance, dispute resolution, international expansion, data protection and privacy, negotiations with vendors and third parties, and general business counseling.

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