Franchise Law

Well Versed In the Highly Regulated Franchise Environment

For thirteen years, High Swartz LLP's Joel Rosen has served as in-house counsel to franchisors with a variety of approaches and philosophies to franchising:

• Senior Corporate Counsel - AAMCO Transmissions (900 franchisees)
• Vice-President, Corporate Counsel, Secretary - Nutri/System (1800 locations in six countries)

The positions required a broad expertise in both franchise and business law matters, including: marketing, sales, financing, litigation, employment, trademark, copyright, leases, licensing agreements and complying with state and Federal regulations. For the past seven years, High Swartz LLP's Joel Rosen has served businesses and individuals throughout eastern Pennsylvania, New Jersey and Delaware.

What an Experienced Franchise Lawyer Offers

There are four basic components to Franchising:

1. Franchise Agreement
2. Uniform Franchise Offering Circular (“UFOC”)
3. Operating Agreement
4. Marketing and Sales

Franchise Agreements – Never Fall in Love with a Deal

“Never fall in love with a deal.” That is what we tell our clients. If it looks too good to be true, it probably is. A franchise agreement rarely says what you think it does, so it is better to get to the heart of the details before it is too late. What most people entering into a franchise agreement don’t know is that most of the time the terms are negotiable.

Uniform Franchise Offering Circular

High Swartz LLP prepares and registers Uniform Franchise Offering Circulars for franchisors seeking to do business nationwide. The Federal Trade Commission (FTC) requires all franchisors to prepare a complex disclosure document and to give a copy of it to any prospective franchisee. The disclosure document is called a Uniform Franchise Offering Circular (UFOC). Within the UFOC are 23 different categories of material information about the franchise, including:

• Number and location of existing outlets/stores/restaurants
• Required franchisee fees and other costs
• The obligations of the franchisee under the terms of the franchise agreement
• Franchisor bankruptcy and litigation history
• The obligations of the franchisor under the terms of the franchise agreement
• Franchisor audited financial statements
• Franchisor earnings claims, if any

If you are a potential franchisee, an experienced franchise attorney can help you understand the significance of the details in the UFOC. If you are a franchisor in need of UFOC drafting, review and registration state filings, High Swartz LLP can make sure that your UFOC complies with all of the FTC and state specific requirements in the states in which you wish to operate.

Franchise Agreement

Franchise agreements, which are drafted by the franchisor, set the terms and conditions that will govern the franchisee’s ownership and operation of the franchise. We assist franchisors who need assistance drafting and negotiating franchise agreements and also assist franchisees in the review and negotiation of franchise agreement terms, including:

• Advertising requirements
• Rights of first refusal
• Fees and “mandatory” costs
• Assignment provisions
• Termination and renewal

Franchise Marketing and Sales

From attorney Joel Rosen's years of working in house at AAMCO and Nutri/System, attorney Rosen has seen franchises succeed and fail and the reasons for both. Federal and state advertising laws present both franchisees and franchisors alike with another quagmire of legislation that they must understand and comply with to ensure long-term success. Attorney Rosen has successfully negotiated settlements for clients with the Federal Trade Commission and various state attorneys general when compliance issues have arisen.

Franchise Litigation

We have represented franchisors and franchisees in a wide variety of disputes, including encroachment, breach of licensing agreements, performance and operational disputes, financial issues, and other issues that arise under the terms of a franchise agreement.

Hire an Experienced Pennsylvania Franchise Lawyer

Whatever kind of business you have or want to buy into, we can put our years of franchise law experience to work in your favor. Contact us today for more information.