Bass Sox Mercer advises and assists clients on motor vehicle franchise law matters throughout the United States and other countries. The firm has assisted various state automobile dealer associations with drafting franchise laws and members of the Firm have testified before those state legislators in support of new legislation.
Bass Sox Mercer represents clients in all aspects of disputes that may arise related to dealership termination’s, line-make market withdrawals, franchise turndowns, transfers, facilities, addition of dealership points, sale of automobile dealerships, franchise alignment and good faith and fair dealing claims.
Dealers who are considering a sale of their dealership or the acquisition of a dealership can turn to Bass Sox Mercer for thorough and comprehensive assistance through the transaction process. Such assistance may involve preliminary negotiations, due diligence inquiries, transaction document negotiation and drafting, and closing the transaction. Moreover, Bass Sox Mercer has extensive experience assisting buyers with the dealer application process for many manufacturers, including policies and candidate requirements. The Firm has experience in dealership transactions ranging from small single-point rural dealerships to large multi-line auto-malls. Bass Sox Mercer routinely works closely with its clients’ accounting and financial advisors to assist in bringing about successful closings of transactions.
Bass Sox Mercer has represented both buyers and sellers (public and private corporations) in turn downs of proposal transfers (both stock and asset transfers) and/or changes of executive management, before Federal and States courts, administrative hearing agencies and in mediation/arbitration hearings. The Firm has represented dealers seeking damages (lost profits or lost blue sky) as well as dealers seeking specific performance (requiring factories to accept the buyer). “Turn down” litigation generally consists of analyzing the qualifications of a buyer as well as the interpretation of what state franchise laws in the home state of the seller require a factory to follow in reviewing a proposed transfer or ownership or change in executive management.
Bass Sox Mercer has assisted dealers with dealership succession issues as they may relate to estate plans for the preservation and continuation of the dealership asset after death of the dealer. As in the case of Merger and Acquisitions, the Firm works closely with client’s accounting, tax and estate planning advisors.
The Firm has represented franchised dealers, threatened with termination, in both Federal and State Courts. When judicial remedies were not available or warranted, Bass Sox Mercer has represented dealers before New Motor Vehicle Commissions, Departments of Motor Vehicles or Departments of Transportation, Divisions of Administrative Hearings, various factory Alternate Dispute Resolution Boards and third party arbitration/mediation companies. The Firm has represented dealers on termination issues ranging from failure to meet performance standards to warranty audit charge backs. Additionally, Myers and Fuller has represented dealers threatened with termination for dualing, not dualing, relocating, not relocating and refusing to provide factory image facilities or follow proposed “ channel strategies”.
The attorneys of Bass Sox Mercer have litigated on behalf of automobile dealers in Federal and State courts as well as administrative forums in forty-three states and Puerto Rico. The issues covered in these forums range from dealer terminations, audit chargebacks, management and dealer succession turndowns, and additional points of sale protests, as well as violations of dealer agreements, exclusive use agreements, site control agreements, business plan agreements, facilities agreements and captive finance agreements.
Bass Sox Mercer has represented protesting dealers in additional dealership/relocation cases since 1985. The Firm has written state franchise laws on relevant market areas (RMA) in over 10 different states and argued on or been consulted on RMA issues in more than double that many states. Add point cases involve the issue of whether existing dealers are adequately representing the factory within the RMA. Bass Sox Mercer routinely deposes and cross examines factory experts and works with other expert witnesses on the issue of market share, retail sales indices, CSI and other purported measures of customer satisfaction such as founding the “Voice of the Customer”.
Manufacturers excercise their contractual audit rights on an ever increasing basis. In particular, the extrapolation based warranty audit has become a powerful revenue tool and “charge backs” are collected from open accounts in many instances, without the opportunity for meaningful dealer input. Bass Sox Mercer represents motor vehicle dealers in all manner of manufacturer’s dealership audits including audits relating to warranty service, new motor vehicle sales, and the finance and insurance practices of a dealer. This representation covers the spectrum from pre-audit preparation to the challenge of post- audit findings, conclusions, and penalties recommended by factory auditors.
Bass Sox Mercer regularly performs reviews of dealership F&I policies, procedures and forms. In addition to providing on-site audit services and educational seminars, the firm also serves as a resource for dealerships to improve performance while reducing potential liability in today’s environment of individual complaints and class action lawsuits.
Bass Sox Mercer not only represents motor vehicle dealers with their issues against the manufacturers, but also in disputes that arise from customers. This area of our practice focuses primarily on class actions brought by customers and their attorneys for alleged unfair and deceptive trade practices by the dealership.