What must an Azal Coffee franchisee sign if they renew or transfer their franchise?
Azal_Coffee Franchise · 2024 FDDAnswer from 2024 FDD Document
In recognition of the requirements of the Minnesota Franchise Act, Minn. Stat., § 80C.01, et seq., and the Rules and Regulations promulgated under the Act by the Commissioner of Commerce, Minnesota Rule § 2860.4400, et seq., the parties agree as follows:
- Release on Renewal. Section 3.2(h) of the Franchise Agreement is amended to read as follows:
You have signed a general release, in a form specified by us, of any and all claims against us and our affiliates, and their respective officers, directors, agents, members and employees, excluding only such claims as you may have under the Minnesota Franchises Law and the Rules and Regulations promulgated by the Commissioner of Commerce.
- Release on Transfer. Section 14.3(d) of the Franchise Agreement is amended to read as follows:
You and the Seller must sign at the time of Transfer an agreement terminating this Agreement (unless this Agreement will be assigned to the transferee--see subsection (f) below) and must sign an agreement, in the form specified by us, that releases us and our affiliates, owners, officers, directors, employees, and agents from any and all claims and causes of action, excluding only such claims as the transferor may have under the Minnesota Franchises Law and the Rules and Regulations promulgated by the Commissioner of Commerce.
- Renewal, Transfer and Termination. Article 15 of the Franchise Agreement is amended by adding the following paragraph:
Minnesota law provides franchisees with certain termination, non-renewal, and transfer rights. Minn. Stat. § 80.C.14, Subd. 3, 4, and 5 require, except in specified cases, that a franchisee be given 90 days notice of termination (with 60 days to cure) and 180 days notice of non-renewal of the Franchise Agreement, and that consent to the transfer of the franchise not be unreasonably withheld.
Source: Item 23 — RECEIPTS (FDD pages 51–204)
What This Means (2024 FDD)
According to the 2024 Azal Coffee Franchise Disclosure Document, franchisees in Minnesota must sign specific agreements when renewing or transferring their franchise.
Specifically, upon renewal in Minnesota, franchisees must sign a general release in a form specified by Azal Coffee, which releases Azal Coffee and its affiliates from any claims, excluding those protected under the Minnesota Franchises Law. Similarly, when transferring a franchise in Minnesota, both the franchisee and the seller must sign an agreement terminating the existing franchise agreement (unless the agreement is assigned to the transferee). They must also sign a release agreement, as specified by Azal Coffee, that releases Azal Coffee and its affiliates from all claims and actions, again excluding claims protected by the Minnesota Franchises Law.
These requirements mean that franchisees in Minnesota need to be aware of the specific terms of the releases they are signing and understand their rights under Minnesota law. The FDD highlights that Minnesota law provides franchisees with certain rights regarding termination, non-renewal, and transfer, including specific notice periods for termination and non-renewal, and stipulations against unreasonably withholding consent for franchise transfers.
It is important for prospective Azal Coffee franchisees in Minnesota to carefully review these provisions with legal counsel to fully understand the implications of these releases and their rights under the Minnesota Franchise Act.