Avoiding the Accidental Franchise When Structuring Licenses or Distribution Agreements
A live 90-minute CLE webinar with interactive Q&A
Thursday, March 2, 2017 (in 5 days)
1:00pm-2:30pm EST, 10:00am-11:30am PST
This CLE webinar will guide business counsel in determining when arrangements intended as licenses or distribution agreements could inadvertently result in the creation of a franchise. The panel will discuss strategies for structuring these arrangements to avoid an accidental franchise.
Franchises are highly regulated arrangements that require substantial disclosure documentation and other compliance efforts. Licensing and distribution arrangements are lower-cost, less-regulated alternatives. Misclassifying a business relationship as a license or distribution arrangement when it is actually a franchise is a common and costly mistake.
A poorly drafted license or distribution agreement can result in the accidental creation of a franchise subject to complicated and demanding laws. Significant consequences, including damages and rescission of franchise agreements as well as fines, penalties, freezing of assets, restitution and personal liability of a company’s management, can flow from noncompliance with franchise laws. It is a felony to violate franchise sales laws.
Business counsel can help clients avoid missteps by understanding the thin line separating a franchise from a non-franchise license or distribution arrangement and advising clients about structuring strategies to help avoid creating an inadvertent franchise.
Listen as our authoritative panel provides perspectives on drafting licenses and distribution agreements to avoid creating an accidental franchise. The panel will also discuss best practices for complying with federal and state franchise and business opportunity laws once an inadvertent franchise is established.
- Determining whether a business constitutes a franchise
- Three prong analysis
- Variance among federal and state law definitions
- Strategies for drafting licenses and distribution agreements to avoid accidental franchises
- Trademark use
- “Marketing plan,” “community of interest” or substantial assistance/significant control
- Franchise fee
- Complying with federal and state franchise and business opportunity laws once a franchise is established
- Franchise sales laws
- Franchise “relationship” laws
The panel will review these and other key issues:
- How do franchise arrangements differ from non-franchise licensing and distribution agreements? What are the pros and cons of each?
- What risks do businesses face if they inadvertently misclassify their franchise as a non-franchise license or distribution agreement?
- What federal, state and foreign franchise laws apply when a business is determined to be a franchise, and what are the key legal requirements of each?
Craig R. Tractenberg, Partner
Mr. Tractenberg is a skilled international litigator who handles complex business disputes involving intellectual property, licenses, business torts and insolvency issues. He regularly structures new franchise programs, many of which are international. Mr. Tractenberg also defends and enforces franchise agreements. He has also served as special counsel to franchise companies.
Rochelle (Shelley) Spandorf, Partner
Davis Wright Tremaine,
Ms. Spandorf focuses her practice on business franchise and distribution issues, representing franchisors, manufacturers, licensors, suppliers, franchisees, and distributors in their domestic and international expansion and strategic development. She concentrates her practice on a broad spectrum of transactional and regulatory issues for clients in all industry sectors, and assists clients with their contracts and legal compliance matters, franchise sales compliance duties, and operating issues.
Live Webinar $297.00
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This webinar is eligible for at least 1.5 general CLE credits.
CLE credits are not available for PR.
*In KS, OH, PA, for more than 1 attendee on the connection you must contact Strafford CLE via email or call 1-800-926-7926 ext. 35 prior to the program for special instructions.
CLE On-Demand - Streaming Video
Includes recorded streaming video of full program plus PDF handouts.
On-demand is the only recorded format recognized for CLE credits in DE, IN, KS, LA, MS, NC, OH, OK, SC, TN, VA, WI.
AK, AZ, CA, CO, CT, DE, FL, GA, HI, IA, ID, IL, IN*, KS, KY, LA, ME, MN, MO, MT, NC, ND, NH**, NJ, NM, NV, NY, OH*, OK, OR, PA, SC, TN, TX, UT, VA, VT, WA, WI, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)
*Only available for attorneys admitted for more than two years. For OH CLE credits, only programs recorded within the current calendar year are eligible - contact the CLE department for verification.
**NH attendees must self-determine if a program is eligible for credit and self-report their attendance.
CLE On-Demand Video $297.00
Available 48 hours after the live event
Includes full event recording plus handouts (available after live webinar).
Strafford is an approved provider and self-study CLE credit is available in most states.
AK, AZ, CA, CO, CT, FL, GA, HI, IA, ID, IL, KY, ME, MN, MO, MT, ND, NJ, NM, NY, OR, PA, TN, TX, UT, VT, WA, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)
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Recorded Webinar Download $297.00
Available 48 hours after the live event
Recorded Audio Download (MP3) $297.00
Available 24 hours after the live event
DVD (Slide Presentation with Audio) $297.00
plus $9.45 S&H
Available ten business days after the live event
Registration Plus Recorded Event
Live Webinar & Webinar Download $394.00
Recorded Webinar Download Only $97.00 with Registration/Webinar Combo
Live Webinar & Audio Download $394.00
Recorded Audio Download (MP3) Only $97.00 with Registration/MP3 Combo
Live Webinar & DVD $394.00 plus $9.45 S&H
DVD (Slide Presentation with Audio) Only $97.00 with Registration/DVD Combo
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CLE Credits By State
Hinckley, Allen & Snyder
The presentation was perfect - not too technical or legal. Keep up the good work!!
I thought the content covered in the webinar was very helpful.
I liked the concise and clear presentation of the subject matter.
Moss & Barnett
The speakers were very experienced.
Business Contracts and Franchise Advisory Board
Bowman and Brooke
Davis Wright Tremaine
Chief Legal Officer
Coverall North America
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