If litigation is required for an Azal Coffee franchise dispute, where must the litigation take place?
Azal_Coffee Franchise · 2024 FDDAnswer from 2024 FDD Document
ise Agreement; | |
| Provision | Section in Agreement | Summary |
|---|---|---|
| franchise is terminated or | ||
| expires | ||
| s. Modification of | Section 20.11 of | No modifications unless in writing, but |
| Franchise Agreement | Franchise Agreement | specifications subject to change by us. |
| t. Integration/merger clause | Section 20.11 of Franchise Agreement | Only the terms of the Franchise Agreement are binding (subject to state law); however, no claim made in a Franchise Agreement is intended to disclaim the express representations made in this Franchise Disclosure Document. |
| u. Dispute resolution by arbitration or mediation | Section 18.1 of the Franchise Agreement | Except for disputes over the ownership and validity of the Trademarks and actions by us for injunctive relief and subject to state law, all disputes are subject to binding arbitration in Michigan. |
| v. Choice of forum | Section 18.4 of Franchise Agreement | Litigation must be where our principal place of business is located at the time of filing (subject to state law). |
| w. Choice of law | Section 18.3 of | Michigan law applies (subject to state |
| Franchise Agreement | law). |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 42–47)
What This Means (2024 FDD)
According to Azal Coffee's 2024 Franchise Disclosure Document, any litigation must occur at the location of Azal Coffee's principal place of business at the time the lawsuit is filed. This is subject to state law, which may override this provision. This means a franchisee may be required to travel to the state where Azal Coffee's headquarters are located to resolve legal disputes.
This requirement could increase the costs associated with resolving disputes for franchisees, as they may need to pay for travel, accommodation, and local legal representation. It also means that the laws of the state where Azal Coffee's principal place of business is located will govern the litigation, which may be less favorable to the franchisee depending on the specific laws.
It is important to note that this choice of forum clause does not apply to disputes over the ownership and validity of Azal Coffee's trademarks, or to actions by Azal Coffee for injunctive relief. These types of disputes may be subject to a different forum or dispute resolution process. Prospective franchisees should carefully consider the implications of the choice of forum provision and consult with an attorney to understand their rights and obligations.