Association Negotiation
Worked with franchisee association in renegotiating terms of franchise agreement for entire system, allowing for greater cooperation with franchisor.
What is a Breach of Contract?
A contract breach has occurred if the franchisor has done things that the agreement doesn’t allow, or if the franchisor has failed to do what it promised. For example, a breach may have occurred if the franchisor does any of the following:
- Burdens you with requirements that were not covered in the agreement you signed
- Changes the way it conducts business with you
- Fails to provide the training and support you were promised
An agreement between you and the franchisor doesn’t necessarily have to be in writing for a breach to occur. The franchisor might have made certain promises, or you and the franchisor might have carried on a certain kind of business relationship for a number of years, and now the franchisor is doing something different. In any case, a franchise law attorney can assess and investigate your case, and fight to protect your rights.
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Breach of Contract Difficulties and Successful Representation
Franchisees are often surprised to learn that franchisors have very few obligations under a franchise agreement. If you look at most “Franchisor Obligation” sections in franchise agreements you will notice that most of the obligations are not actual obligations; rather, they say things like “We will provide ongoing assistance, as we deem advisable in our sole discretion.” This means that many franchisees that think there has been an obvious breach of contract are mistaken. The analysis, however, does not necessarily end there and most states imply a ‘covenant of good faith and fair dealing’ into every contract. While this covenant generally does not alter the terms of an agreement, it can give franchisees legal leverage to achieve their objectives.
Despite these difficulties, we have worked with clients and achieved key objectives for them on a variety of breach of contract matters:
- We obtained for one client an award of several hundred thousand dollars because the franchisor’s method and equipment didn’t work.
- A group of franchisees explained to the firm how the franchisor had let them down in training and support, and the firm helped them leave the franchise system and operate as independent businesses.
- A franchise association complained that the franchisor was taking money from them in a breach of the franchise agreement. The firm won a test case based on a breach of franchise agreement, and all of the association members received refunds.
Results
Startup Helper
Assisted new brewery client to form business entity, comply with securities laws, register trademarks, and negotiate lease.
Selling a Cannabusiness
Litigated and helped resolve an internal shareholder dispute about ownership of a cannabis business.
Testimonial
Elliot Ginsburg has been representing my edibles business in Minnesota since it became legal to sell low-dose hemp edibles. He’s been wonderful to work with and I would highly recommend him to other cannabis businesses. He is quick to respond and will email cannabis law updates that he finds are pertinent to my business.
-Ranelle Kirchner
Testimonial
I had the experience of working with Elliot twice over the past ten years in difficult and contentious situations against a formidable entity. Beyond his great knowledge of franchise law, his thoroughness and attention to detail, and his professionalism, what really stood out and impressed me most was Elliot’s legal advocacy that is second to none. I always felt I was in good hands and I can’t give a higher recommendation!
-Eric Kim
Testimonial
Throughout my time overseeing a PE firm for the past 15 years, I’ve interacted with my fair share of lawyers. While most are decent, it’s rare to encounter those who are truly outstanding. I’m pleased to report that Elliot, Kirsten, and Erin fall into the latter category. My team found ourselves in a particularly complex situation, and Elliot and his team delivered the very best possible outcome for us. They exhibited professionalism, conciseness, and exceptional ease to collaborate with. They swiftly gathered all pertinent information surrounding our issue, assumed control, steering the situation while consistently seeking our input and guidance. If you have any issue with franchise law, you should call these guys. I’m so glad I did.
-Drew James
Testimonial
I cannot say enough good things about Elliot Ginsburg of Garner, Ginsburg & Johnsen, P.A. I retained Mr. Ginsburg in connection with a franchisee matter. Elliot is professional, thoughtful, intelligent, clever, fair and reasonable. His legal work is thorough and well researched and he takes extra precautions to verify factual information. He has the admirable ability of being calm and professional yet firm, even when met with less than professional behavior from opposing counsel. I spoke to many attorneys before deciding to go with Elliot and I know that I made the right decision. I would not hesitate to recommend Elliot (or the firm in general) to anyone needing the assistance of a franchisee attorney.
-Alyson Domoto
Testimonial
I was represented by Erin Johnsen dealing with a successful franchise closure and a lease termination. Erin was very responsive and thorough with both issues. Erin and I reviewed courses of action before moving forward. She listened and gave advice related to risk and exposure of the options we were reviewing. I alway felt that Erin had my best interest in mind when giving me advice on how to proceed. I wouldn’t hesitate hiring Erin again if required. I would recommend Erin as a competent and capable attorney.
-Steven Pierce
Testimonial
I had the pleasure of working with Elliot Ginsburg. He helped me renegotiate and revise a 10-year lease for my coffee shop. I was impressed with how thoroughly and promptly he addressed all of my concerns. He has amazing attention to detail and gave very thoughtful responses to my questions. He even came out to my shop multiple times to get a better understanding of my leasing situation. I would certainly work with him again or recommend him to anyone.
-Caitlin Shrestha
Testimonial
Erin Conway Johnsen helped guide us through a challenging situation with a newer franchise. She was patient with us, listened to our issues and was able to provide work that leveled the playing field with the franchisor. I would HIGHLY suggest her and her team for any challenging franchise situation.
-Paul Rakovich
Testimonial
We consulted with Elliot Ginsburg to help us review and interpret the franchise documents and agreements before investing. He was incredibly helpful and knowledgeable in content and process as well as the legal implications of “common language.” His expertise was critical as we negotiated and maneuvered the process. I am so glad we found Elliot and the firm.
-Mark Mendel
Testimonial
Elliot Ginsburg (Garner & Ginsburg, P.A.) was a beacon of hope to my business/family at a time when our options appeared limited, and the likelihood of a satisfactory resolution seemed to border on the unlikely. He fought diligently and successfully for my rights as a small business-/Franchise-owner and was unwavering in his pursuit of a fair outcome.
Not only was Elliot able to defend my business from unjust accusations, but his calm and empathetic demeanor also offered emotional succor to myself and my situation. My family and I are eternally grateful for his service, and I hereby recommend Elliot Ginsburg (Garner & Ginsburg, P.A.) without reservation.
-Brandon Gruskiewicz