AREA OF PRACTICE

Corporate

Biography

Samuel Wolf is an associate in the Firm’s Corporate Practice Group and a member of the Franchise Group. Sam’s practice centers on negotiating and drafting corporate and franchise related agreements, preparing franchise disclosure documents, franchise agreements, area development agreements, area representative agreements, closing acquisition and sale transactions, and advising clients on franchisee/franchisor relational matters in mergers and acquisitions. Sam also has experience resolving regulatory problems for franchisors, drafting beer distribution agreements, and designing nationwide exemption-based franchise plans.

Prior to joining Brown Rudnick, Sam was a senior counsel for a national firm and an associate at Lewitt, Hackman, Shapiro, Marshall & Harlan specializing in franchise and distribution law.

Sam has been recognized as one of Southern California’s Rising Stars in Franchise and Dealership law by Super Lawyers magazine.

Representation

Some of Sam’s notable matters prior to joining Brown Rudnick include:

Represented a fitness company in development transactions for franchisors in Malaysia, the Middle East and Canada.

Represented a domestic subsidiary of a billion-dollar international manufacturer to design nationwide, exemption-based franchise plan to avoid having to register as a franchisor and make franchise law disclosures.

Prepared franchise-related documents for an East Coast investment firm’s purchase of a national restaurant operator and franchisor in a transaction valued in excess of $60 million dollars that successfully closed.

Represented an area developer and negotiated selected rights to develop a chain of restaurants for multi-unit franchises in Arizona, securing favorable restrictions on royalty obligations and additional contract protections which will remain in effect for the next decade.

Represented a large craft beer importer and prepared and registered state-specific distribution agreements both in the East Coast and in the West Coast.

Advised a franchisor client to conclude a relationship with an unsatisfactory franchisee, transferring the business to an existing franchisee, and enforcing liquidated damages for lost future royalties from the seller.

Represented a client accused of selling unlawful franchises and negotiated a settlement with the State of California in which client was permitted to register as a franchisor and offer and sell franchises.

Represented a franchisor in an action against a former franchisee and obtained a preliminary injunction barring the franchisee from operating a competing business.

Successfully defended a franchisor that was sued by a terminated former franchisee; before trial began, the franchisee stipulated to dismiss all claims against the franchisor, as well as to a six-figure judgment against itself.

Represented a mom-and-pop franchisee in a territory encroachment case and obtained summary judgment based on rules concerning contractual good faith, fair dealing and unconscionability.

Education

Southwestern Law School, J.D.
University of Wisconsin, Madison, B.A.

Bar Admissions

District of Columbia
California
U.S. District Court for the Central District of California
Publications
Professional Affiliations
Awards and Honors