Distributorships and Dealerships / Franchising
Many industries market their products through domestic and/or international systems of distributors, dealers, licensees, franchisees, sales representatives, or some combination of these. These relationships can create a myriad of legal issues. We have a multidisciplinary experienced team of attorneys who have worked with these systems in federal and state courts, state regulatory agencies and arbitration proceedings. We have also provided legal counseling on the development and implementation of such programs and developed and provided training to sales and marketing personnel. Our attorneys guide businesses in complying with regulatory, statutory, and other legal mandates.
We represent clients in dealer matters before various state regulatory agencies such as state motor vehicle boards and defend entities from claims by domestic and international distributors, dealers, licensees, sales representatives, and/or franchisees. In addition, our attorneys represent domestic and international distributors, dealers, licensees, sales representatives, and/or franchisees who bring claims against domestic and/or international entities. Our attorneys also have worked with manufacturers in connection with legislation regarding proposed additional state regulations.
We work to understand the industries in which our clients market their products and seek to provide legal representation that addresses the potential legal challenges in a proactive manner.
Types of Services
- Counseling companies on structuring and documenting distribution programs.
- Structuring and documenting co-branding programs which include agreements and collateral documents.
- Counseling franchising and distribution companies regarding technology and communication issues including electronic commerce issues.
- Counseling on complex antitrust issues arising from programs or the structure of a franchise or distribution system.
- Developing advertising programs and materials.
- Counseling on termination, non-renewal and repurchase of distributorships and/or dealerships.
- Representing companies in litigation, arbitration, mediation, and other alternative dispute resolution in distribution and/or franchise issues.
Claims involving these relationships can be varied and can include breach of contract, RICO, antitrust, trademark and copyright infringement, fraud, transfer issues, vicarious liability, network expansion conflict, termination, use of alternative distribution channels, implied covenant of good faith and fair dealing claims, enforcement of system standards, franchise registration and disclosure compliance, discrimination claims, restrictive covenants, electronic commerce, unfair competition, grey market, Robinson Patman, Lanham Act, unjust enrichment, tortious interference, and various state statutory claims.
Industries We Have Served
- Consumer Goods
- Electronic Devices
- Foods
- Industrial Equipment
- Industrial Products
- Liquor
- Medical Devices
- Outdoor Equipment
- Recreational Vehicles
- Textiles
Selected Results*
Represented manufacturer in connection with claim that termination of dealership was not for cause or that insufficient cause existed for termination. Matter was presented to arbitrator pursuant to arbitration provision in the arbitration agreement. Arbitration determined that termination was proper. In separate arbitration proceeding, the manufacturer obtained award of attorneys fees against dealer incurred in connection with the defense of dealer's claim.
Represented manufacturer in connection with dealer claim that termination of dealership agreement was improper. Matter resolved, ultimately, just prior to arbitration upon manufacturer agreement to waive claim for attorney fees against dealer.
Represented manufacturer in state court proceedings initiated by dealer challenging termination of dealer agreement upon state court determination that the arbitration provision in the party's agreement was enforceable. State court action was dismissed and dealer pursued no further action.
Represented snack food manufacturer in federal court litigation regarding distributor challenges to manufacturer direct sales to retail accounts. Obtained ruling from federal court, as part of the distributor's motion for preliminary injunction, allowing manufacturer to continue sales to retail accounts located in the same area as the distributor.
Represented manufacturer before various state regulatory agencies (including Texas, Utah, Idaho, Montana, Arkansas and California) regarding establishment of new dealers.
Represented manufacturer in various state and federal court lawsuits (including Washington, Wisconsin, Kentucky, Michigan, Montana, Maine and Minnesota) brought by dealers challenging programs.
Represented a large, international corporation in breach of contract action regarding a Distributorship Agreement; obtained swift settlement of action upon filing of action and seeking pre-judgment attachments.
Defended company against claims by 10-12 distributors who were claiming that they were franchisees. The franchise claims were dismissed, as well as many other claims on a motion for summary judgment. The breach of contract claims of one distributor were tried and all of the other cases settled.
Defended a Petroleum Marketing Practice Act case brought by franchisees.
Represented a manufacturer against distributor claims for tortious interference, breach of contract and other claims against a Boston distributor.
Historical Background
In 1969, our firm obtained an injunction on behalf of a local beer distributor who was about to be shut down by Hamm's Beer Company. Later, we represented a Miami distributor who had been terminated by the E & J Gallo Winery, and after the case settled, we were called by Gallo and asked to represent the winery. From this, our firm began to build its reputation in antitrust and distributorship matters.
Litigation Practices > Distributorships and Dealerships / Franchising