Negotiating and Drafting Franchise Agreements: Key Provisions and Negotiating Strategies

Ms. Spandorf is a nationally recognized business franchise and distribution attorney with more than 40 years of experience 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, from startups to mature public companies. Ms. Spandorf assists clients with their contracts and legal compliance including preparing franchise disclosure documents, domestic and international franchise and distribution agreements, and registration filings. She counsels franchisors, suppliers, and trademark licensors on a broad array of operating issues ranging from contract enforcement to trademark protection, relationship disputes, antitrust and pricing matters, terminations and transfers, mergers and acquisitions and implementation of system-wide changes. Ms. Spandorf represents U.S. franchisors in their international expansion activities and helps foreign franchisors bring their franchise system into the U.S. She assists companies in the acquisition and sale of franchise systems or franchise units by providing franchise due diligence reviews and lead counsel services. On behalf of franchisees and area developers, Ms. Spandorf assists with the acquisition and sale of franchise rights and various transactional assignments. She is one of ten attorneys in the United States ranked by Chambers USA in its highest category (Band One) of leading U.S. franchise attorneys. Ms. Spandorf is recognized as a certified specialist in franchise and distribution law by the California State Bar. She has the distinction of being the first woman to chair the ABA Forum on Franchising, the nation's preeminent association of franchise attorneys, and has twice chaired the California State Bar Franchise Law Committee in North America. Ms. Spandorf is a frequent speaker and author on franchise topics and resource to the press on franchise issues. She was named by her peers as a 2022 “Lawyer of the Year” in the franchise law category in Best’s Lawyers, and has consistently been recognized as a “Global Elite Thought Leader” in franchise law in Who’s Who Legal USA, another annual peer ranking.

Ms. Ashton’s practice areas include business law, franchise law, contracts, and other related fields of law. She works directly with entrepreneurs to prepare the legal framework on which their business ideas and concepts can grow and thrive. Ms. Ashton’s  has had the opportunity to plan, design and implement dozens of franchise and other distribution/license programs, working directly with clients to ensure their legal documents reflect their vision.    

Ms. Lusthaus’ practice focuses on franchise and general business matters. She represents a broad spectrum of franchised and independently owned businesses and their owners in all stages of growth. Ms. Lusthaus’ clients operate businesses in various industries including restaurants (full-service, bakeries, cafés, delis, QSRs and juice bars), retail, hospitality, real estate, fitness, recreation and family entertainment, business services, household and home improvement services, healthcare, education, childcare, pet services, printing, used clothing, senior care, residential and commercial cleaning, staffing services and disaster restoration. She is also a skilled litigator with many years’ experience representing business clients in state and federal courts as well as in arbitration and mediation.