| Jim and Sally run a successful auto business, which | | | | all, ha, ha, ha." Jim gets on the on ramp and lets all |
| they have built up over two decades and have | | | | 455 cubic inches roar. "We're gonna pass everything |
| expanded to three stores and many of their friends | | | | but a gas station from here on out!"The next day, |
| keep saying, "You should Franchise." They think about | | | | Jim and Sally are over the negative observations and |
| this for about five years read a few books, like | | | | Jim says "Well now we have the documents let's go |
| "Franchising for Dummies," The "E-Myth", "The | | | | visit our future franchisees, finally after four months |
| Franchising Bible" and many others on the shelves of | | | | of paperwork." Sally smiles. Jim says "you know I |
| the new big book store in town with the coffee | | | | love you honey, we are finally going to do this." Sally |
| shop inside. They finally decide that it makes sense | | | | says "good, for a second I thought you had the hots |
| especially as they have friends and loyal employees | | | | for that paralegal, he was sure checking your rear |
| who wish to be associated with them and even own | | | | end out." Jim says "oh great! But I think I am more |
| the first franchises. So they set out to franchise. | | | | worried about his boss trying to screw both of us in |
| They visit an attorney since that says in all the | | | | some bizarre three-some."You see Mr. Federal Trade |
| books to do. Most books about franchising are, at | | | | Commission this is how it all starts, it all starts out on |
| least in part if not whole, written by S2D2s (lawyers: | | | | the wrong foot. Why? This MUD is clouding the |
| S2P2s; Self-Serving Parasites of Planet) anyway, so | | | | reasoning and strength of franchising. Franchising is a |
| they take that advice and visit an attorney. The | | | | win-win situation, when it is buried in MUD it creates |
| S2D2 explains the MUD and helps by charging them a | | | | an adversarial relationship from the beginning.Jim and |
| good chunk of change; $35,000 to prepare a | | | | Sally are ready and they call the attorney to make |
| boilerplate document which is so complicated they | | | | sure it is okay for them to visit the prospects, who |
| could not do it on their own without years of study. | | | | are already to sign up. The attorney says well, wait a |
| They give the S2D2 (scoundrel) the money and they | | | | minute we need to discuss this, because there are |
| look at the document and start asking questions. | | | | rules of disclosure and you should also think of |
| They do not ask him about the price gouging laws | | | | setting up a sales department and have forms for |
| that their state has after all the flooding from the | | | | compliance.The cold electronic like S2D2 right on que |
| remnants of Hurricane Ivan, although they feel | | | | says; "tell me about these prospects." Sally says "oh |
| severally violated in the outrageous costs to prepare | | | | they are so very nice. First; Joe has been a trusted |
| the documents. After all there is some new shop | | | | employee for years and knows everything about the |
| equipment they need to test cars to stay in | | | | business and he has a partner and his parents are |
| compliance with the latest smog certificates and they | | | | putting up the money for the equipment for part |
| are not cheap either. So they ask some typical | | | | ownership and helping him qualify for the lease on the |
| questions instead of why they had to pay so | | | | building, he already has a location picked out, the |
| much."But Mr. S2D2, we want to be fair and give this | | | | same one Jim and I were going to put our fourth |
| and that assistance to the new franchisees, Bob and | | | | store, before we started to franchise instead." Well |
| Margaret are long time customers of our shop and | | | | that is very nice the S2D2 says to Sally "incidentally |
| friends. Joe has been working with our company | | | | Sally where do his parents live?" Jim says "They live |
| seven years and they want to buy the first | | | | across the river in IL and his partner is from MI, he |
| franchises. The S2D2 explains that the Federal Trade | | | | will be moving here once the business gets |
| Commissions Franchise Group is doing this for the | | | | going."The S2D2 is salivating understanding that MI is |
| consumer's protection. Jim and Sally understand this | | | | a notification state and IL is one of the three worst |
| but what is all this about termination, litigation, | | | | states to do business for franchisors, some |
| arbitration or mediation? Why does it say we may | | | | franchisors have even gone to the length to say that |
| give you this and that, of course we would support | | | | the state of IL is on drugs like those 'fruits, nuts and |
| Bob and Margaret and Joe they are dear friends of | | | | flakes' at the California Department of Corporations |
| ours and it is our name on the building, of course we | | | | along with the rest of the population of girlie men in |
| are going to go out of our way to help them."The | | | | and around San Francisco, although everyone likes |
| S2D2 says, "yes, I understand that but this is for | | | | the new 'Governator'. The S2D2 says; "well Jim we |
| your protection too." Sally says, "great but, it sounds | | | | have a slight problem." Jim thinks to him self, uh oh, |
| so vindictive and mean, why would anyone sign it?" | | | | he remembers, 'ah Houston, we have a problem' and |
| The S2D2 says "there is much case law and history | | | | then says; "What, it is all set up, the parents already |
| as to why these things are in these documents and | | | | sent a check to Joe for the first and last on the |
| they are to protect you, that what you are paying | | | | lease and he signed the lease this week, Joe already |
| me for." Jim thinks to himself, we are paying you to | | | | gave them a deposit." The attorney says "well we |
| pick a fight with our new franchisees and long time | | | | need to slow down, first Jim and Sally I do not know |
| dear friends. Attorneys are A-holes. They are our | | | | how to break this to you, but MI has to be notified |
| worst customers at the shop and I will never forget | | | | that you are offering franchises in their state and IL |
| that time a one-week temporary worker hurt his | | | | needs full registration, I of course can do all that for |
| hand because he was not paying attention, then | | | | you." (huge smile comes over the S2D2, even feels a |
| sued us. Even though it was on his way to work or | | | | tingle in his thing and winks to the paralegal as he |
| so he said, we had to fight the case, we won but it | | | | reaches for his member in a display of manliness, |
| costs us $17,000, gosh, I hate attorneys. Jim just | | | | similar to the movie 'Wallstreet' or 'Boiler |
| gives a slight aggravated look and gazes towards the | | | | Room'.)Looks like the S2D2's golf membership is in |
| window over looking the river and much of | | | | the bag after all he thinks to himself; Sushi tonight, |
| downtown. How can anyone call what this guy does | | | | hell for the rest of the week, why not. This is going |
| work?So Sally looks at the cover page and the | | | | to be great; he thinks just maybe; I can sneak off |
| second page and the third and it says: "This sounds | | | | with Liz, the secretary, for the weekend and tell his |
| mean and ugly almost vindictive." The S2D2 says, | | | | wife it is another very important rule making session |
| "this is to protect you, franchising is very litigious." | | | | in Las Vegas for the Federal Trade Commission's |
| Sally: "But these are our friends." She looks at Jim and | | | | Franchise group where important franchise attorneys |
| gives him a look, what are we getting ourselves into? | | | | from all over the country meet to discuss the |
| The attorney also has an interesting look, a grin. | | | | franchise rule which has had no changes in 10-years. |
| Knowing that soon he will have much work defending | | | | It has been documented that law enforcement |
| them in lawsuits, he thinks to himself; gotta love | | | | officials, judges, policemen and attorneys are the |
| these entrepreneurial suckers, so naïve thinking | | | | most likely professions to have extra curricular affairs |
| they are going to do good in the world, help people | | | | with either members of their same sex or the other. |
| get into business and make money at the same time, | | | | (Source: Netscape News Online Oct. 2003).The S2D2 |
| living in a dream world, oh well thankfully they do | | | | says to Sally and Jim, "The registration for IL could |
| exist, although I am noticing a decline in such folks | | | | take up to several months, if everything goes |
| over the years, but this is live bait, and I will make all | | | | perfect." "Several Months" shouts Jim. "Yes, well this |
| I can while they still have money. The S2D2 then | | | | is nothing compared to Cal-if-forn-ia." Explains the |
| starts smiling as they leave. Knowing he can return | | | | S2D2 and goes on to say; "our standard fees are |
| the favor to some of his fellow attorneys nearby | | | | $10,000 to register in IL and we can probably do the |
| who specialize in divorce law and bankruptcy, etc. He | | | | MI thing for a thousand plus fees." Sally says "But, |
| has seen it before, good companies franchise and | | | | we are not are only charging $10,000 for the |
| then the lawsuits, divorce and bankruptcy, he can | | | | franchise fee to begin with and we are not |
| smell it. He does not think more than a second or | | | | franchising in IL or MI, surely not for a couple of |
| two that he and his S2D2 are the cause of all of it. | | | | years, we have a strategic plan to 'Start Small and |
| Even if we are, we deserve the money, we are | | | | Finish Big', besides we want our first franchisees close |
| smarter than everyone else, have spent years | | | | by so we can help them, running a business is not |
| learning all this dribble and besides I need another | | | | easy you know and we need to be available |
| new BMW and the golf membership is coming due. | | | | here."The S2D2 changes from friend to father |
| Must keep up with the boys to continue to get | | | | daughter mode and in a voice only grandfather's use |
| those referrals.Jim and Sally are having second | | | | he says; "Dear Sally, I think you are misinterpreting |
| thoughts, but are committed to the plan and already | | | | what I am saying here, I understand you are not |
| have the first three franchises sold to family, friends | | | | franchising in Illinois right now or even Michigan for |
| and loyal employees. "We promised Jim, we gave | | | | that matter. But the people involved in your franchise |
| them our word, they are counting on us." "Yes, but | | | | have partners who will have interests in the franchise |
| Sally, I really hate attorneys, they seem so cold and | | | | who live in those states you see and that requires |
| they don't care, look at what he is charging us?" Sally | | | | you to be registered in those states or in the case |
| says, "yes I know, but if we sell enough franchises | | | | of Michigan to notify you are offering them a |
| we can send our kids to law school, that is where all | | | | franchise." Sally says "but we are not offering them a |
| the money is, look how hard we work to build a | | | | franchise, we are offering a franchise to Joe our |
| business and that fat cat attorney, just sits in that | | | | employee. Who is already to start and we want to |
| office with the view and works a few hours a day | | | | give him that 'UFO thing', the U-Fuck, I mean U-fock |
| and that paralegal in the back seems to do all the | | | | as you call it, you said they have to have it for ten |
| work." Jim observes; "You know Sally, I really want | | | | business days and there is a holiday weekend coming |
| to do this, we have worked so hard. Hey did you | | | | up and Joe wants to start ASAP, he has been buying |
| notice the way the secretary was looking at the | | | | new tools like mad from the Snap on Tool guy, he is |
| attorney? I think they have something going there? | | | | so ready, he wants to get busy and make money |
| Well maybe he is doing the paralegal too?" Sally says | | | | before the 30 day bill comes in for all those tools." |
| " yes I think you are right about the secretary, but | | | | S2D2 explains, "Sally, I understand your frustration, |
| the paralegal is definitely gay, you really think so?" Jim | | | | but that is the IL law. It doesn't matter, what you |
| says, "Heck, yes, he seems like the squirrelly type, I | | | | think the law says or what you have worked out |
| do not trust him." Sally says "But, Jim you know his | | | | with Joe of your own free will, you are in a franchise |
| wife is a VIP in town? I agree with your comments | | | | now. Also Sally remember about the master lease |
| did you notice how fast the attorney took you up | | | | clause and additionally if Joe's parents pay for the |
| on that offer too give his car free service?" Jim | | | | lease and are a partner in the company and their |
| "Says, well the lawyers are a necessary evil, we | | | | residence is IL then we already may have a problem. |
| ought to double the price whenever they come in | | | | We will disclose this to the IL registration people, but |
| with cars to the shop." Sally says, we ought to deny | | | | it may delay application since technically we are in |
| them service, so they do not try to sue us." Jim says | | | | gray area and as per law a technical violation. |
| "Yah, but there is probably some law against it and | | | | Meanwhile see if Joe can get his deposit back so you |
| then they really would sue us, maybe we should just | | | | can sign the lease and sublease to him. Also in your |
| defer to Caesar on this one?" Sally agrees, "Caesar | | | | franchise agreement we agreed that site selection |
| was Right!" Jim shouts, "Take no prisoners, kill them | | | | was part of the franchise fee. |