Franchising law homework

have Law homework and I need answers that must be from certain book The book is Franchising: Cases, Materials, & Problems by Alexander Meiklejohn if can you help me please contact me Questions from book “Franchising cases & materials and problems” Class 5 Discussion Questions (Burger King v. Weaver) 1. Should Good Faith/Fair Dealing be an independent covenant or only apply to express parts of contract? Which side usually prefers GF/FD to be an independent covenant? 2. Why did the court disagree with the reasoning of the Scheck cases? Of how do the rights granted in a contract to the franchisee relate with the duty of the franchisor? 3. Why were lost profits granted even though Weaver placed all money owed to BKC in escrow during the dispute/suspension of payments? What policy is furthered by this allowance? 4. How, if possible, should the franchise agreement have been drafted so that Weaver could sue under Florida law for breach of GF/FD? Class 6 DRAFTING EXERCISE: TOP CHEF CHALLENGE You are approached by two potential clients who wish to open a restaurant called TOP CHEF that is based on the reality TV cooking show and will use the business format of other TOP CHEF restaurants in the U.S. One client owns a casino in Las Vegas and has significant experience running high-end restaurant chains and the other is new to the restaurant business and wants to open the TOP CHEF restaurant in an upscale shopping center. Neither client wishes to be considered a franchise and seeks your advice. 1. Which client is better suited to avoid the FTC definition of a franchise and what are the benefits of structuring the relationship so that you are not a franchise? 2. What details need to be addressed in the TOP CHEF agreement drafted for your client to avoid the FTC franchise definition? 3. Which of the FTC elements will be the most challenging to avoid and how do you draft around this? Do you perceive any conflicts for the licensor based on this drafting? 4. What major obstacles should you advise your client about before advising them to pursue this non-franchise relationship? Class 7: Earnings Claim Discussion Questions TRANSITION QUESTION: What is perhaps the biggest due diligence mistake that Carousel Creamery LLC made before purchasing and, also, likely the most reliable indication of stability of the franchise system for a new franchise whether or not item 19 earnings claims are provided in the FDD? 1. Why do some franchisors prefer not to mention item 19 earnings claims in the Franchise Disclosure Document (FDD)? 2. When can franchisors not include an item 19 earnings claim in the FDD and still make a future actual earnings disclosure to a potential franchisee in accordance with the FTC’s Franchise Rule? What policy reasons exist for allowing this earnings disclosure to occur? 3. If a franchisor decided not to provide item 19 earnings claims in the FDD directly to the franchisee could they send financial information to a third party to analyze without violating the FTC Franchise Rule? 4. Could a franchisor, such as Marble Slab, decide not to have an item 19 earnings claim in the FDD but provide the potential franchisee with a favorable write up in the local business journal about the financial success of the franchise and comply with the FTC’s Franchise Rule? What if they didn’t provide the article to the franchisee directly? 5. What real world problem does a potential franchisee face when signing a Franchise Agreement that contains the traditionally used disclaimer regarding previous earnings representations outside the UFOC? Class 10 Hypotheticals 1. U.S. Franchise to Mexico (General franchise in foreign country/drafting issues): A client who has franchised their successful hotel brand throughout Texas has inquired about franchising in Mexico. Generally, they want to know potential problem areas with international franchising, and, specifically, what some of the U.S. laws they will have to comply with when locating potential franchisees? a. What drafting techniques can you discuss to help you client comply with relevant U.S. laws? 2. Chinese government liaison (FCPA): You have a franchise client looking to expand their fish taco restaurant chain to a growing Chinese market for fast food. After some research, your client is told to contact a Chinese government development official, as is customary, and for a surcharge they will help match the franchisor with investors. What concerns should you notify your client about to avoid problems with the FCPA? 3. Dual use item (anti-terrorism): A medical device client wishes to license a new medical training product to the Middle East for teaching purposes in medical schools. The training software involves cutting edge technology for training students to use lasers on 3-D cadavers for minimally invasive procedures. Please advise your client on any exporting issues. Class 11: Franchising Issues in Mergers and Acquisitions of Franchise Systems Aspen Extreme Hypo: Your client, Aspen Extreme Ski Rental, a nation-wide ski/snowboard rental and snow sports merchandise franchise, comes to your office to discuss a proposed acquisition of a competitor, Park City Powder Hound, that they feel will allow them to expand their market share, especially in Utah, while eliminating one of their top competitors. 1. What type of buyer does this make your client? 2. Aspen Extreme wants to know what type of disclosures need to be made to potential franchisees to comply with FTC 16 CFR Part 436 and how to handle item 12 on the FDD? 3. Since Aspen Extreme operates in ski towns nationwide are there any state law claims that could be brought against them for failure to disclose information about the acquisition? 4. Would it make a difference if Aspen Extreme were a publically traded company and subject to SEC rules? 5. What issues could arise with your existing Aspen Extreme franchisees given that you are acquiring the competition, PC Powder Hound, that could encroach on their territory and compete against the existing franchisees?