How can the All States M.E.D. franchise agreement be altered or amended?
All_States_M_E_D Franchise · 2024 FDDAnswer from 2024 FDD Document
If any of the terms of the Franchise Agreement are inconsistent with the terms below, the terms below control.
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- You are not required to sign a general release upon renewal of the franchise agreement.
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- The franchise agreement is amended to also provide as follows:
"Covenants not to compete are generally considered unenforceable in the State of North Dakota."
- The provisions concerning choice of law, jurisdiction and venue, jury waiver, and waiver of punitive damages are hereby deleted and in their place is substituted the following language:
"You agree to bring any claim against us, including our present and former employees, agents, and affiliates, which in any way relates to or arises out of this Agreement, or any of the dealings of the parties hereto, solely in arbitration before the American Arbitration Association."
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- The provision concerning limitation of actions is modified to provide that the statute of limitations under North Dakota Law will apply.
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- The provision concerning mediation and arbitration are modified to also provide that the site of mediation and arbitration shall be agreeable to all parties and may not be remote from your place of business.
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- North Dakota law governs any cause of action arising out of the franchise agreement.
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- Any requirement in the Franchise Agreement that requires you to pay all costs and expenses incurred by us in enforcing the agreement is void. Instead, the prevailing party in any enforcement action is entitled to recover all costs and expenses including attorney's fees.
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- No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 23 — RECEIPTS (FDD pages 44–174)
What This Means (2024 FDD)
Based on the 2024 All States M.E.D. Franchise Disclosure Document, specific addenda may amend the franchise agreement to comply with state laws. For example, the North Dakota Addendum explicitly states that if any terms of the Franchise Agreement are inconsistent with the terms in the addendum, the addendum's terms will take precedence. This addendum modifies provisions related to non-compete covenants, choice of law, jurisdiction, venue, jury waiver, punitive damages, limitation of actions, mediation, arbitration, and cost/expense payments in enforcement actions.
Similarly, the California Addendum amends certain items of the Disclosure Document to align with the California Franchise Investment Law. Specifically, it modifies Item 3 regarding orders from national securities associations or exchanges, and Item 17 concerning franchisee rights related to termination, transfer, or non-renewal. It also adjusts the conditions for immediate termination and addresses the enforceability of arbitration and non-compete clauses under California law.
These addenda illustrate that the All States M.E.D. franchise agreement can be altered or amended through state-specific addenda to ensure compliance with local regulations. Prospective franchisees should carefully review any state-specific addenda included in their Franchise Disclosure Document to understand how the standard franchise agreement is modified in their state.