Franchise Law

Franchise LawClapp Business Law, LLC has the knowledge and experience to assist both franchisors and franchisees in navigating the complex laws, regulations, and agreements that govern the franchise relationship. Clapp Business Law, LLC assists franchisors in:

  • structuring their franchise systems,
  • preparing their franchise disclosure documents and agreements so that they are specifically tailored to their businesses,
  • training franchise sales departments,
  • avoiding and negotiating franchisee disputes,
  • negotiating and preparing vendor and supplier agreements, and
  • enforcing their rights in litigation and arbitration.

Ask us about our Flat Fee New Franchisor Program, which includes the legal resources needed to begin the franchise expansion process, including the following:

  • Unlimited Consultations – we spend time learning and understanding your business so that your franchise program is custom tailored to your needs.
  • Franchise Disclosure Document – ready for registration in all registration states, with state specific addenda required by state laws (registrations and/or exemption filings may be added for additional costs/fees)
  • Franchise Agreement and ancillary exhibits and agreements
  • Multi-Unit or Area Developer Agreement
  • Unlimited Revisions to make sure all agreements meet your specific needs and that you and your team are ready for franchise expansion
  • Franchise Sales Compliance Training (2 hour program, unlimited participants)
  • Consultation regarding franchise entity and, if appropriate, formation of new LLC or Corp. to serve as franchise entity (including State Articles, Bylaws/Operating Agreement, EIN, and 2553 S-Corp Election (if chosen) (state filing fees will be additional)).
  • Review of Client’s Operations Manual (General comments; not including detailed revisions, which may be requested at an hourly rate)
  • Consultation regarding trademarks and, if appropriate, preparation of trademark assignments and/or licenses to new franchise entity
  • Consultation regarding supplier/vendor agreements
  • Preparation of custom franchisee application questionnaire

Sometimes a franchise program is not the most effective structure for business expansion, and a license or distributorship model is better suited. Clapp Business Law, LLC is experienced in assisting clients with these alternative distribution models and can help clients avoid the legal pitfalls which might result from a license/distributorship later being found to be an “accidental franchise.”


Clapp Business Law, LLC also assists franchisees in:

  • evaluating franchise agreements,
  • negotiating with the franchisor, and
  • enforcing their rights.

Don’t buy a franchise without understanding and limiting your risks!  Ask us about our Flat Fee Franchisee Review and Due Diligence Program, which includes:

  • A thorough review of the franchise disclosure document and all agreements
  • A comprehensive report outlining the risks, positive factors, recommended due diligence and recommended addendum requests
  • Analysis of trademark protections
  • Analysis of franchisor experience, litigation history, and reputation in the industry
  • A two (2) hour consultation reviewing and discussing all recommendations
  • Preparation of initial proposed addendum
  • Consultation regarding next steps for moving forward with franchise, including entity formation and structure, licensing, etc.

Please contact Clapp Business Law, LLC if you need assistance with a franchise, licensing, distributorship or other business expansion issue, or visit our Resources page for more information.