Retail and Consumer Products

Few states can match central Ohio businesses' record of innovation in retail and wholesale concepts.  Vorys has a long-standing history of representing leading retailers, consumer brands and wholesalers, including many that are headquartered steps away from the firm’s office in Columbus, Ohio, where the firm was founded over 100 years ago.  Our deep knowledge and experience in the retail industry have allowed us to grow our nationally recognized consumer products and retail team across the country.

Who We Represent

Our multidisciplinary team provides comprehensive legal counsel to many of the world’s leading consumer products and retail brands – from middle-market, brick-and-mortar stores to global, big box retailers.

We have advised:

• Nearly one-third of the National Retail Federation’s Top 100 list
• More than half of the Top 25 retailers
• More than 600 brands in the last three years alone

Our 360-Degree Approach

We pride ourselves in understanding the retail industry as well as our clients do.  Our team includes dozens of attorneys who have worked inside legal departments at global retailers and understand the full spectrum of issues surrounding the lifecycle of product development and brand protection.

No matter their size, retailers face the same challenges: expense reduction pressures; ongoing technology changes; increasingly complex supply chain and distribution issues; managing critical vendor and supplier relationships; privacy and data security risks; and trademark and cyberspace infringements, among others.  We provide practical, pragmatic counsel and innovative solutions to arm our clients with the tools they need to thrive in the retail business.

Innovative Business Solutions

Our comprehensive legal services are augmented by innovative, integrated solutions that help brands control the sales of their products in the age of e-commerce.  Vorys eControl represents hundreds of brands in preserving their online brand value by addressing unauthorized seller issues.

Honored with the College of Law Practice Management’s 2017 Innovation Award, Vorys eControl provides online seller enforcement services comprising novel legal tactics, cyber investigator capabilities, and technology to identify and remove unauthorized online products and pursue the sources to stop them from returning to the marketplace.

National Recognition

Vorys is consistently recognized as a top firm for advising consumer products and retail clients.

We are honored to have been named among the top 25 U.S. law firms advising manufacturers and retailers in a BTI Consulting Group survey of corporate counsel and C-suite executives in Fortune 1000 businesses.

We have earned a nationwide ranking for retail in the prestigious Chambers USA guide for the past seven years. In the 2024 guide, Chambers and Partners notes Vorys’ “broad range of strengths in the retail sector,” including “data security, outsourcing, employment law and customs issues,” adding that Vorys is “frequently engaged by retailers facing consumer class actions.”

Key Service Areas

We advise clients on a spectrum of retail areas and issues, including these key service areas:

Labor and Employment

We assist companies in anticipating and preventing employee relations problems through education, training and counseling.  We advise employers on preparing and implementing personnel policies designed to minimize potential liability and establish best practices.

To help our national retail clients navigate the ever-changing rules associated with the Fair Labor Standards Act (FLSA), we publish the FLSA Guide for Retailers, a 50-state survey of labor and employment laws.

When disputes arise, our consumer products and retail team mobilizes its deep bench of labor and employment litigators located in Ohio, Pennsylvania, Texas and California.  Retailers are particularly vulnerable to class action litigation in California, making our knowledge of the state-level legal landscape even more essential for our clients.

Our labor and employment litigation attorneys have:

• Served as national counsel to global retailers in class-action litigation
• Appeared as lead counsel in single-plaintiff cases and class actions in courts in 45 states
• Defended more than 100 wage and hour class actions in courts throughout California

The prestigious 2022 Chambers USA guide lauded Vorys’ work on behalf of retailers in employment law matters, including the firm’s defense of a major brand against a Private Attorneys General Act (PAGA) claim in California alleging the misclassification of exempt workers from overtime compensation.  Our work also includes representing dozens of retailers and restaurants to successful resolution of class and collective action wage and hour claims under federal and state law.

We represent clients in a range of labor and employment matters involving:

• Affirmative action programs
• Contract disputes
• Disability accommodation
• Diversity and inclusion
• Drug and alcohol policies and testing
• Electronic privacy
• Employee discipline and termination, including wrongful discharge and retaliatory discharge claims
• Employment policies and manual
• ERISA and other employee benefits issues
• Fair Credit Reporting Act (FCRA)
• Family and Medical Leave Act (FMLA) issues
• Fair Labor Standards Act (FLSA)/wage and hour compliance
• Harassment, including sexual harassment
• Immigration
• Multistate employment law compliance
• Noncompetition covenants
• Reductions in force
• Safety and health violations
• Uniformed Services Employment and Reemployment Rights Act (USERRA)
• Various constitutional claims
• Whistleblower protection
• Worker Adjustment and Retraining Notification(WARN) Act issues
• Workers’ compensation retaliation

Outside General Counsel

Vorys’ consumer products and retail team includes dozens of attorneys who have worked inside legal departments at global retail companies and understand the retail business as well as our clients do.

Our consumer products and retail clients call on us to advise on the full spectrum of issues they face, from their most significant legal and business decisions to those impacting their day-to-day operations.  

We focus on providing pragmatic counsel in the following areas:

• Corporate governance
• Crisis management
• Critical vendor and supply chain-related matters
• Litigation strategy
• Privacy concerns

Our diverse experience affords us the foresight necessary to help clients understand the potential impact of their decisions, including balancing benefits, risks and exposure.

Privacy and Data Security

Over the past 15 years, Vorys has advised global retailers and consumer brands on keeping their data safe.  Whether by collecting, storing and sharing customer information, conducting privacy audits, or refining data security and privacy policies, we help our clients comply with constantly changing domestic and global regulations.

When clients experience data breaches despite their prevention and safety efforts, we represent them in investigations before the Federal Trade Commission (FTC), negotiate consent decrees and advise on complying with the data breach notification laws adopted in 46 states.

Our experience in the retail sector ranges from working with national retailers to create privacy audits to representing payment processors in data breach cases of first impression in the 1st, 3rd and 5th U.S. Circuit Courts of Appeals – each resulting in precedent-setting opinions that are largely upheld today.

We advise clients on an array of privacy and data security issues, including:

• Commercial relationships
• Compliance audits
• Compliance with California the Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA) and General Data Protection Regulation (GDPR)
• Cross-border data transfers
• Data security breaches
• Email and telemarketing regulation
• Employee privacy issues
• Litigation
• Privileged and nonprivileged forensic investigations
• Privacy policies and procedures
• Regulatory investigations
• Training programs

eControl

Vorys eControl was founded on this vision: to provide effective, efficient and legally compliant solutions that allow companies to protect and grow their brand value by controlling sales in the age of eCommerce.  Learn More.

Corporate

Overall, our approach to helping our consumer brand and retail clients with corporate and business organization related issues is simple – efficiently deliver the highest quality corporate legal work and superior client service.  We utilize a teamwork approach that draws upon the collective talents and experience of our attorneys and our considerable resources to provide tailored, skilled, cost-effective and timely legal representation.

We have a breadth of experience counseling brands and retailers on all types of corporate M&A transactions in the industry, including:

• Friendly and hostile takeovers and changes of control
• Contested and negotiated acquisitions
• Corporate spin-offs and dividends
• Leveraged recapitalizations
• Venture capital investments
• Holding company formations and other restructurings
• Joint ventures
• Going-private transactions

We also regularly advise public and private brands in securitization, and our attorneys understand the changing environment in which such transactions are effected.  We call upon attorneys from a variety of practice groups to assist in providing a multidisciplinary approach to structured finance.  We have represented clients on a number of matters involving structured finance transactions, including tax issues, accounting and regulatory matters, derivatives and securities.

Litigation

With a national practice and international experience, Vorys litigators are competitively positioned and retained by retailers and consumer brands because of our experience, technical efficiency and problem-solving approach.

• Vorys is ranked as a National Tier 1 “Best Law Firm” in Commercial Litigation.
• Four of our litigators are Fellows in the American College of Trial Lawyers.
• Vorys was named by eight Fortune 500 clients as a Fortune Magazine/Corporate Counsel “Go To Law Firm” in litigation.
• Vorys is one of 69 firms in the country recognized as an exclusive “Primary Firm for Litigation.”

Vorys represents some of the largest and most successful brands in the country on a wide variety of litigation and compliance issues.  We represent these clients in every imaginable kind of dispute, whether it concerns business issues, product defects, personal injuries, claims of false advertising or commercial or contract matters.  We also have significant experience helping retailers develop compliant credit card rewards programs.

Because we have built considerable experience around the unique challenges faced by national and regional brands, we are familiar with the quirks of various state and local laws, and we have relationships with governmental agencies, trade associations and law firms from coast to coast.  We practice in courts nationwide, and we know the nuances of local procedures.

Finance

The Vorys finance group regularly advises our retail clients in all aspects of their financing needs, including:

• Syndicated credit facilities for working capital and term debt, including ABL facilities, FILO term loans, TLA and TLB facilities, real estate financings, and cross-border/multi-currency facilities
• Acquisition financings
• Receivable and other asset securitizations
• Synthetic lease transactions
• Public debt offerings (including convertible notes)
• A wide variety of derivatives transactions to hedge interest rates, foreign exchange and commodity price risk

We approach our representation of retail clients in complex financing transactions as a team – drawing upon the knowledge of attorneys who focus on real estate, tax, environmental, ERISA, securities and intellectual property – in order to provide our clients with the specific experience and in-depth knowledge that are required for their particular transactions.

The Vorys finance team has earned long-standing recognition as a “Leading Law Firm” in Ohio for “Banking and Finance” in the prestigious Chambers USA guide.  Several Vorys attorneys also are recognized as “leading practitioners” in this area.

In its 2023 edition, Chambers and Partners lauds Vorys’ experience in representing “borrowers and lenders in a range of financing transactions, with strength in asset-based lending, structured financing, acquisition finance and derivatives work, among other areas.”  Chambers also indicates that Vorys "consistently provides high levels of service and expertise in both simple and complex transactions," and "has knowledgeable and strategic partners."

We represent more than 50 retail clients in an array of legal matters, from multimillion-dollar transactions to complex, high-stakes litigation.  Our experience ranges from advising global brands in hundreds of high-profile, class-action FLSA litigation to representing 18 major U.S. retailers in a lawsuit filed in the Southern District of New York alleging violations of U.S. antitrust laws by Visa and Mastercard.

We advise clients on a spectrum of retail areas and issues, including:

• Accessibility
• Advertising and marketing
• Antitrust
• Consumer protection regulation and litigation involving the Telephone Consumer Protection Act (TCPA), California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA) and General Data Protection Regulation (GDPR)
• eControl (controlling e-commerce sales)
• Employee benefits
• Environmental
• Franchising and distribution
• General litigation and compliance
• Green initiatives
• Information technology and mobile applications
• Intellectual property
• Labor and employment counsel and litigation
• Licensing, including private labeling
• M&A and finance
• Outside general counsel
• Privacy and data security coaching and litigation
• Payment processing
• Real estate
• Retail operations (return policies, gift card laws, point of sale issues, loyalty programs)
• Strategic communications and crisis management
• Supply chain
• Taxation
• Third-party logistics
• Transportation and shipping
• Vendor contracts, licensing and disputes