Franchise Law for Non-Lawyers Agenda

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FRANCHISE LAW FOR NON-LAWYERS

DAY ONE

9:00am – 9:30am Welcome & Introductions

9:30am10:30am

Franchise Defined and Key Considerations

We will explore and discuss the definition of a franchise, the dynamics of “control” in the franchise model, and the import of intellectual property. The discussion will include how these concepts relate to joint employer, misclassification, and vicarious liability issues, including in depth exploration of critical issues related to developments in employment law as they are impacting franchising. We will cover joint employer, misclassification, and vicarious liability. We will also explore and discuss how various important intellectual property concepts are defined, used in the definition of a franchise and as part of the franchise model.

10:30am11:15am Franchise Expansion Models

We will explore and discuss different structures for franchise growth and highlight the pros and cons of each structure to help inform strategy and expansion decisions.

11:15am –12:15pm Lunch

12:15pm3:45pm

Franchise Sales, Disclosure and Registration Laws, and Franchise Agreements

We will take a comprehensive look at the fundamentals of franchise sales laws including disclosure and registration requirements and related compliance procedures important to managing any franchise sales process, including annual renewals, preparing and using financial performance representations, preparing and implementing marketing and advertising programs, proper preparation of the franchise disclosure document, training franchise sellers, using brokers (including potential disclosure and registration obligations under new laws), potential consequences of noncompliance with federal and state sales laws, dealing with renewals, transfer and more.

3:45pm - 5:00pm Key Franchise Agreement terms

We will identify key provisions that are often negotiated or litigated, as well review what key and common terms of the franchise agreement really, legally mean (e.g. “reasonableness,” “materiality”) and what legal “boilerplate” means (e.g. “severality,” “anti -waiver,” “choice of law,” “force majeure,” and similar provisions) for the purpose of improving understanding of the franchise agreement and the ramifications of negotiations.

OUTCOMES/LEARNINGS:

The attendees will learn & understand:

The definition of a franchise

The ever- changing standards for joint employer, misclassification, and vicarious liability

Tips for navigating the fine line between the control necessary to ensure consistency with brand and trademark standards while avoiding increased risk for Joint Employment, misclassification, and vicarious liability

The nature of intellectual property rights, the role of such rights in the franchise model and how to protect such rights

The “traditional” direct Franchise Agreement

Area Development & Multi-Unit Agreements

Area Rep. or Regional Developer Agreements Master Franchise Agreements

The background and purposes of the FTC Rule and state registration and disclosure laws

The content required for the Franchise Disclosure Document (FDD)

General state law registrations and disclosure requirements and state-specific issues

The requirements and parameters for providing financial performance representations

Advertising and disclaimers

Brokers including broker registration and disclosure requirements

States with specific franchise marketing requirements

The need and best practices for disclaimers

Ways to employ regional and national franchise marketing programs

Key “Franchise relationship” terms in standard franchise agreements

Commonly negotiated provisions and understanding what “legal boilerplate” and other legal terms mean to better inform your negotiation strategy

FRANCHISE LAW FOR NON-LAWYERS

DAY TWO

9:00am – 9:15am Recap Day One | Questions

OUTCOMES/LEARNINGS:

The attendees will learn & understand: 9:15am - 1:30pm

Note: We will take a break for lunch around 11:00am

Franchise Relationships

We’ll take a close look at the complexities of franchise relationships. Topics include strategies for providing support and enforcing standards and managing compliance, processes for default and termination, and best practices to cultivate positive relationships within your franchise system. We will review the various states relationship laws and explore common claims and litigation in franchising, including best practices to avoid litigation, and common strategies and defenses. In this section students will gain insights into critical topics, including implementing system changes and required upgrades, termination, transfers, working with franchisee associations, approved suppliers, rebates and supply chain issues, and administering an advertising fund.

1:30pm - 2:30pm Franchise Litigation and Arbitration

Building off of the common claims and strategy discussion above, this section will delve into ADR options, procedural issues and the anatomy and timeline of a typical franchise litigation and arbitration matter.

2:30pm - 3:00pm Non- compete Laws

We will cover the current status of non- compete laws and impact on franchise relationships

3:00pm – 3:30pm Antitrust Concerns

We will discuss antitrust considerations, such as “anti-poaching” clauses and pricing strategies, to equip you with practical guidance to navigate these challenges and safeguard your franchise system effectively.

3:30pm - 4:00pm Franchise Mergers & Acquisitions

We will intro best practices for franchise system mergers and acquisitions, covering preparation for seamless transitions, deal anatomy involving debt and equity, and considerations for both franchisors and franchisee operators. We will also explore the role of buy-back programs in franchise M&A transactions.

4:00pm - 4:30pm International Expansion

Explore international expansion considerations, including suitable business models and regulatory compliance in various jurisdictions. Analyze key deal points for global success and gain insight into international arbitration for resolving cross-border disputes.

4:30pm – 5:00pm Questions | Final Thoughts | Wrap -Up

Best practices and options for providing both enforcement and support through FBCs, inspections and audits

Purpose, intent, and common provisions of state relationship laws

Process, requirements and best practices under franchise agreements and state laws for defaults, terminations, renewals, and transfers

Best Practices for implementing system changes and common relationship issues that arise from such changes, as well as other common relationship issues

Common claims and defenses in franchise disputes

Best practices for working with franchisee associations and advisory councils

The different types of ADR and pros and cons, as well as helpful tips of mediation strategy

Strategic and practical aspects of litigation and arbitration proceedings

Current federal actions and state law update on non- compete laws in the context of employment agreements

Impact of non- compete laws on franchise agreements

Understanding the current law and best practices regarding anti-poaching clauses and pricing policies

Understanding different structures for taking in capital through investors or debt.

Anatomy of a deal

Positioning a company for sale

Buy-back programs

Review of models for international expansion and pros and cons of each.

Overview of country regulations and requirements in international franchising. Key franchise and development terms and typically negotiated provisions. International arbitration

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