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Buying a Franchise

FDD Review and Franchise Agreement Negotiation

Charles was great because I had my heart set on the franchise, but he still did his due diligence and he ran me a full report on the FDD and let me know what he thought might be some red flags. Everything flowed, [they] knew what [they were] doing and we went through it quickly.

Jennifer Schanker
Learning Express Toys

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Internicola Law Firm

Videos All About The Expansion and Protection of Your Business and Business Interests

Below select a category to learn about legal and business information focused on the expansion and protection of your business. Learn about franchising your business, buying a franchise, how to deal with shareholder and partnership disputes, protecting your intellectual property and general counsel services for your business.

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Our Team

Charles N. Internicola, Esq.

Charles N. Internicola, Esq.

Legal Counsel & Franchise Consulting

Brian A. Lincer, Esq.

Brian A. Lincer, Esq.

Legal Counsel & Brand Protection

Samantha Surowiec

Samantha Surowiec

Director of Client Services

We are a team of experienced franchise lawyers and franchise professionals. In addition to being a franchise lawyer, Charles is also a franchisor so we understand franchising from both a business and legal aspect and from the perspective of both franchisee and franchisor. You will be working directly with Charles and Brian and your entire representation will be timely coordinated by our Client Services Director Samantha Surowiec. Our franchise review and representation is backed by our many years of real world franchise industry experience and a team approach that involves an active working relationship with our clients.


Our Process

Step by Step Representation to Protect Your Franchise Investment

Our franchise representation begins and ends with the unique goals and franchise expectations of each of our clients. So, our step by step representation process starts off with a conversation between us where we will talk about your goals and your franchise expectations. That is, why are you buying a particular franchise, what are your expectations as a franchisee, what promises have been made to you and what legal steps need to be taken to secure your franchise rights. From there, we engage in a detailed legal review of the FDD and franchise agreement, discussions about the franchise due diligence process, phone conferences with you throughout the process, negotiations with your franchisor and the preparation of proposed franchise agreement amendments.

Steps to Buying a Franchise

1. The Initial Call: Understanding Your Expectations

Understanding more about you, how your franchise investment fits in and your franchise expectations and goal. During our initial call, based on your timing and the stage that you are at in the franchise review process, we schedule specific dates for the completion of our FDD review and preparation of our FDD and Franchise Agreement assessment.


2. FDD and Franchise Agreement Legal Review & Assesment

Once we understand your franchise goals and expectations we review the FDD and Franchise Agreement and prepare a detailed written report assessing the FDD, the franchise agreement and key legal and disclosure issues. We also prepare a draft franchise agreement addendum addressing and modifying key franchise agreement provisions. This review stage typically takes 4 business days.

Get The Guide Access Franchisee University

While we are reviewing the FDD and preparing our assessment we will be encouraging you to engage in additional due diligence steps which may involve questions or emails that we may prepare for you to send to the franchisor and for you to contact existing and former franchisees of the system. Also we have great resources for you in our Entrepreneurs Guide to Purchasing a Franchise and our Franchisee University Videos.


3. Preparation of Proposed Addendum to Franchise Agreement

Based on our FDD and franchise agreement assessment we prepare a proposed addendum to the franchise agreement. This addendum is a proposed agreement modifying the terms of the franchise agreement to address critical legal factors and franchise rights.


4. Planning and Strategy Session

After you have has the opportunity to review our detailed FDD and franchise agreement assessment and our proposed franchise agreement addendum, we schedule a planning and strategy call or calls to get your input, answer your questions and to finalize our negotiating strategy and the franchise agreement addendum that we will be presenting to the franchisor.


5. Negotiations with the Franchisor

We negotiate directly with the franchisor and their legal counsel. We also work with you on communications that you may also be having with the franchisor and the franchisor’s sales team.


6. Franchise Closing or Conclusion

Following negotiations we work with you through every stage of the franchise signing process. Also, if you decide to walk away from the transaction, we are also there to give you our candid guidance.


Post Closing Support

If you ever have questions about your franchise transaction, we are there for you.


Even after a franchise transaction closes, our clients frequently stay in touch with us and we are always here to answer questions about their franchise purchase and, in many cases, to assist with new transactions such lease agreements, purchase of additional businesses and business representation. In the end our, process is always about building enduring relationships with our clients. Call us at (800) 976-4904 or fill out our contact form so we can help answer any questions you may have.

Franchisee University: The Truth About Franchising

The Franchisee University is a program developed by the firm to educate you about franchise growth and success through informative videos and resources. Our "University" is all about accountability by franchisors and franchisees alike and unlike real universities, the information provided is based on real world experience and advice that can be applied immediately. Hey, it is also free, which is definitely unlike real universities with their bloated tuition.

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