Franchise & Distribution Legal Services for Businesses » Franchise & Distribution

Ryan Swanson has one of the largest Franchise & Distribution teams in the Pacific Northwest. Our Seattle franchise attorneys represents businesses located and/or operated within and outside the U. S. in franchising and related distribution methods. One does not dabble in franchise law. With the ever-increasing complexity of franchise regulation, Ryan Swanson is proud to have attorneys with the experience to protect you, to lead you to proven strategies, and to clarify franchise law issues.

Franchise Experience:

Our Seattle franchise & distribution team works with franchisors in every phase of the franchise process, from startup, to transitioning, to impact, nationwide and worldwide franchise expansion, to purchase, development and co-branding of and with other concepts, to private labeling, to sale of the business. One does not dabble in franchising law because of complex state, federal and international franchise regulations. Ryan Swanson is proud to have a franchise & distribution team with the experience you need. Our franchise law attorneys provide:

  • Representation of Startup, Transitioning and Established Franchises 
    • Royalty-based franchises
    • Product or service-based franchises
    • Co-branding
    • Store departments or kiosks
    • Sub-franchising, multi-unit franchising, and master franchising
    • Impact, nationwide and worldwide franchise expansion
  • Compliance with the maze of state, federal and international franchise regulations
    • Initial registrations with expediting strategies
    • Renewals of registrations with continuity and time-savings
    • Compliance with Business Opportunity laws
    • Exemptions from registration and disclosures
    • Franchise and related documentation and agreements
  • Mediation/Litigation of franchise disputes
    • Franchise termination, transfer and encroachment issues
    • Alternate dispute resolution strategies
    • Enforcement of noncompete and nondisclosure agreements
    • Alternate dispute resolution strategies
    • Enforcement actions by state and federal agencies
  • Franchise-related issues such as real estate construction and leases, employment, management agreements, tax, software licenses, immigration, trademarks, vendor contracts, securities and corporate governance matters
  • Formation and representation of franchise associations and cooperatives
    • Franchise Advisory Councils
    • Franchise Associations
    • Franchise Advertising Cooperatives
  • Sale and purchase of franchise systems, including mergers, spin-offs, acquisitions, divestitures, and other fundamental business changes
  • De-franchising, the re-purchase of franchises and conversion to a corporate-owned environment
  • Franchising alternatives such as joint ventures, distributorships, sales representatives, and licensing
  • Training of your compliance and franchise sales teams

Trade Areas Franchisors

Our franchise law attorneys represent clients who provide a wide variety of products and services throughout the United States, and Canada, and many other Nations. Here are some examples:

  • Accounting and book-keeping services
  • After-market automotive centers including auto and commercial glass, auto parts, painting, repair and specialty services
  • Auto dealerships
  • Business advisory and consulting services
  • Car washes
  • Cell phone services and accessories
  • Cleaning services, residential and commercial
  • Coffee and Internet Cafés
  • Convenience stores
  • Elderly services
  • Employment placement services
  • Fast food, various concepts
  • Gas stations
  • Hair salons
  • Hospitality including hotels and restaurants
  • Meal preparation stores
  • Medical franchises including laser services, medical offices, holistic services
  • Real estate sales including flat listing services
  • Resort maps
  • Retail outlets, various concepts
  • Spas
  • Store departments/kiosks for specialty items

Our Seattle franchise attorneys work with franchisees to review single and multi-unit agreements and to resolve disputes with franchisors and vendors. We understand the documents and issues since we draft and work with them every day.

  • Review and explanation of the Franchise Disclosure Documents in plain English
  • Negotiate changes to contracts and agreements
  • Formation of appropriate entities
  • Review and explanation of leases and contracts
  • Resolution of disputes through mediation, arbitration and/or litigation
  • Analysis of termination, encroachment and transfer issues
  • Purchase and Sale of franchises

Trade Areas & Franchisees

Our clients work in a wide variety of products and services throughout the United States, and Canada, and many other Nations. Here are some franchise examples:

  • Accounting and book-keeping services
  • After-market auto services, glass, lube, auto parts, referral services, airbags, undercoating, radiator repair, painting and repair
  • Athletic facilities
  • Audio visual services
  • Auto dealerships
  • Business advisory/consulting services
  • Diet services
  • Drug stores
  • Dry Cleaners
  • Employment placement services including high-tech and health care
  • Fast food, various concepts (ice cream, smoothies, teriyaki, family restaurants, deli's, pizza, cookies, pretzels, orange drinks, hamburgers, Americana, Mexican food, Asian food)
  • Floor coverings
  • Food delivery
  • Furniture stores
  • Hair salons
  • Hospitality including hotels and restaurants
  • Learning systems including day care, schools and art
  • Mail and mail box services
  • Massage therapy
  • Meal preparation stores
  • Medical Services
  • Pets (retail and food)
  • Prescription shops
  • Retail outlets, various concepts
  • Specialty construction companies
  • Specialty food
  • Tax preparation services
  • Travel services

Our Franchise & Distribution Group has the legal savvy to advise you on the right type of distribution system for your business. You state your goals and needs and we recommend the vehicle. We can provide an analysis of the regulatory concerns, protections available, capital sources, personnel pools, federal and local tax advantages, and needs for local presence. Often the system needed is the simplest or is a nice strategic alliance with others.

  • Established and maintained numerous franchise businesses with registrations throughout the U.S. (doing single state and Coordinated Review filings) and in many foreign countries, with single site, multi-unit, area development, and master subfranchisor agreements.
  • Assisted numerous foreign franchisors into the U.S. market
  • Handled complete franchise concept and document review and actions for franchisees. Conducted feasibility studies and concept focus groups for franchisors in addition to numerous terminations, enforcement, and non-compete actions for franchisors. Have many franchisor clients who have never been in litigation or in compliance actions.
  • Established international and national distribution networks.
  • Formation and representation of Franchise Advisory Councils, Franchise Associations, and Advertising Cooperatives.
  • Software/License agreements for shrink wrap, point-of-sale, accounting, manufacturers' representatives, site licenses and development agreements.
  • Purchase, transfer and sale of numerous automotive dealerships and land, including bankruptcy of enterprises to clear collateral.
  • Sale of chain of hair salons to national hair salon franchisor.
  • Representation of companies in reorganization, incorporation and stabilization. Agreements included distribution agreements for domestic and international sales.
  • Establishment of major mail order company, including financing.
  • Expansion of several businesses from local outlet to regional businesses.
  • Franchising into all states and foreign countries for retail, service, medical, food, and product oriented businesses, from startups to large enterprises.
  • Formation of numerous startup franchisors and taken them national and international, including U.S. and foreign franchisors.
  • Sale of regional pharmaceutical distributor to national pharmaceutical distribution.
  • Defended numerous lawsuits and mediations against franchisors
  • Represented numerous franchisees in actions against and in mediations with franchisors.

 

our Team
Kevin J. Collette, Chair and Member
Kevin J. Collette
Member
Kevin is a highly respected franchise and distribution lawyer, working with franchises throughout the U.S. and in most countries around the world. He advises clients on a full range of legal issues including business and deal structures; and branding, protecting, licensing, advertising, selling and distributing products, services, technologies and intellectual properties. Kevin also heads our Franchise & Distribution Team.
206.654.2252
John A. Bender
Member
For more than 20 years, John has focused his practice on resolving challenging securities, franchise, banking and other complex civil cases on behalf of businesses and individuals.
206.654.2209
James E. Hadley
Member
Jay acts as outside general counsel for a divergent group of companies including technology, construction, manufacturing and service industries. He has been lead attorney for transactions in internet, technology, telephone, manufacturing, distribution, healthcare, automobile dealership and other business sectors.
206.654.225

Philip M. Roberts, Member

Philip M. Roberts
Member
Phil has a business finance and real estate practice. In addition to helping clients organize, finance, buy and sell businesses, he represents clients on complex real estate transactions, including shopping center and other commercial real estate developments, and represents lenders on the financing of such transactions. His involvement includes the acquisition and financing of the properties, as well as the leasing activities associated with commercial projects. Phil finds the business/finance and real estate areas to be complementary to each other.
206-654-2236
Robin A. Schachter
Member
Many of Robin's clients operate within the franchise industry, as franchisors, franchisees or businesses seeking to expand their growth through franchising. She is experienced and skilled in representing her clients and resolving disputes within the unique and highly regulated franchise business environment.
206.654.2272
Heidi Nornes, Corporate Assistant
Madeline Tam-Yamada, Trademarks Legal Assistant