Resolve Contract and Vendor Disputes Before They Stall Your Business

Franchise Agreement Dispute Attorney Florida | KEW Legal

A franchise agreement dispute is a disagreement between a franchisor and a franchisee about what their contract requires. Common examples include a termination notice, unpaid royalties, a territory conflict, or a claim about what was disclosed before the sale. KEW Legal is a Florida business law firm with offices in Coral Gables and Sunny Isles Beach. We serve business owners and investors across Miami-Dade, Broward and South Florida.

Who This Page Is For and What a Franchise Agreement Dispute Involves

This page is for franchisors and franchisees who face a live disagreement over their contract. A franchise agreement dispute turns on the rights and duties in the franchise agreement or the franchise disclosure document (FDD). The FDD is the document a franchisor gives a buyer before a sale. It describes the business and the franchise terms.

Franchisors often face a franchisee who has stopped paying or who runs the business outside the system. Franchisees often face a termination, a nonrenewal or a fee demand they did not expect.

A dispute can begin with a letter or formal notice before any lawsuit is filed. That early notice may set a short window to respond or fix a problem. Read it against the agreement right away, because a missed step can change your options.

The agreement, its amendments, its notice and cure terms, and Florida law all work together.

What the Franchise Agreement Dispute Attorney Covers

Our franchise work sits inside our business contract practice. It covers these areas:

• Agreement review and drafting, including term, renewal, transfer and termination terms.
• FDD review, including whether the disclosures match the signed agreement and what the buyer received.
• Termination and default disputes, including whether the agreement’s notice and cure steps were followed.
• Royalty and fee disagreements, including marketing fund charges and audit questions.
• Territory conflicts between franchisees, or between a franchisee and the franchisor’s own sales channels.
• Pre-sale claims about what was said before signing, and the defenses the agreement allows.
• Demand letters, negotiated resolutions, and mediation, arbitration or court filings when required.
• Outside general counsel support on ongoing contract questions.

Many disputes raise more than one of these issues at once. A termination may also raise a royalty question and a pre-sale claim. Reviewing them together keeps your response consistent.

Franchise Agreement Red Flags to Raise Early in Florida

The first red flags are usually in the clauses that control how a dispute is handled.

• Dispute resolution. Many agreements require mediation or arbitration first. Florida’s arbitration statute generally makes a written arbitration agreement enforceable.
• Termination without a cure period. Watch for immediate termination rights and default definitions broad enough to catch small lapses.
• Notice rules. The agreement may say how and where notices must be delivered. Notices sent the wrong way can be disputed.
• Renewal conditions. Look for new forms, new fees, or remodeling at the franchisee’s own cost.
• Territory language. Vague terms about online sales, shared trade areas, or reserved rights often cause conflict.
• Short fee-dispute deadlines. Florida’s contract time-limit statute voids a contract term that sets a time to sue shorter than the statute of limitations.
• Informal amendments. Changes made by email, portal click-through or side letter can conflict with the signed agreement.

Spotting these early gives you time to respond. It also shows what to preserve and what to challenge.

How a Franchise Agreement Dispute Moves Forward

A franchise dispute usually moves through five steps, from first call to resolution.

1. Initial consultation. We identify the agreement, the FDD, the notices received and the deadlines they set.
2. Document review. We read the agreement, amendments, every FDD version, payment history and correspondence.
3. Written analysis. We lay out your position, the other side’s likely arguments and your options.
4. Response. This may be a notice of cure, a demand letter, or a proposed standstill or settlement.
5. Formal steps. If the agreement requires mediation or arbitration, or a court filing is needed, we prepare and file within its procedures.

Timing depends on the facts of each matter and the terms of the agreement involved. How long a matter runs depends on the agreement’s procedures and how the other side responds.

Florida courts also use mediation. On one party’s request, a court must refer many filed damages actions to mediation, subject to listed exceptions and to who pays the costs (Florida court-ordered mediation law).

Liability Risks for Franchisors and Franchisees

Both sides carry risk, and much of it comes from what was said before the sale and how the agreement is followed afterward.

Franchisors. When selling or establishing a franchise, Florida makes it unlawful, for any person, to intentionally misrepresent the prospects or chances for success, to intentionally misrepresent or fail to disclose the known required total investment, or to intentionally misrepresent or fail to disclose efforts to sell or establish more franchises or distributorships than the market or market area can reasonably be expected to sustain (franchise misrepresentation statute). Unfair and deceptive practices in trade or commerce are also unlawful (Florida unfair practices law).

Franchisees. A person who shows a violation of the misrepresentation statute in civil court may receive a judgment for all moneys invested in the franchise. The court may also award reasonable attorney’s fees and shall award reasonable costs. Other risks include continued operation after termination, unpaid fees that build up during a dispute, and missed response deadlines.

Florida’s business opportunity law may also apply to some sales. A buyer may rescind within 1 year after signing, upon written notice, for defects such as untrue statements (business opportunity remedies statute). Fla. Stat. § 559.813 reads: “If a business opportunity seller uses untrue or misleading statements in the sale of a business opportunity, fails to give the proper disclosures in the manner required by this part, or fails to deliver the equipment, supplies, or products necessary to begin substantial operation of the business within 45 days after the delivery date stated in the business opportunity contract, or if the contract does not comply with the requirements of this part.”

Owners who personally agreed to pay a company’s obligations may face personal exposure. While a dispute is pending, keep records, follow the notice rules and avoid unapproved changes.

Franchise Dispute Questions Answered

Most franchise dispute questions turn on the exact wording of your agreement and the notices you received.

Who pays the attorney fees?

Why Work with KEW Legal on a Franchise Agreement Dispute

KEW Legal is a Florida business law firm that works on the business contracts behind these disputes. We serve business owners and investors across Miami-Dade and South Florida, including Miami, Aventura, Doral, Brickell, Fort Lauderdale and Broward County. Our offices are in Coral Gables and Sunny Isles Beach.

Our practice centers on business contracts, partnership and vendor disputes, commercial leases, and outside general counsel for business owners.

Kristina E. Wilson of KEW Legal is responsible for the content of this page, and a matter may be referred to another lawyer or law firm. Natalie Martinez is also one of the firm’s lawyers. Our team can help you organize your documents before the first call.

Florida business entities are registered with the Florida Department of State, Division of Corporations. Checking them helps confirm which franchisor or franchisee entity is named in a dispute.

If a termination notice with a short cure window is in your hands, or a franchisee has stopped paying while you need to know your options, call 305-990-2300 or send us a message to schedule a free first consultation — confidential, with no obligation to continue.