Under what circumstances will Ohio law for the protection of franchisees apply to the Better Blend MUDA?

According to Better Blend's 2024 Franchise Disclosure Document, the laws of Ohio govern all legal proceedings between Better Blend and the franchisee concerning the Multi-Unit Development Agreement (MUDA). However, Ohio laws specifically designed to protect franchisees or business opportunity purchasers, such as the Ohio Business Opportunity Purchasers Protection Act, will only apply if their jurisdictional requirements are met independently of the MUDA's governing law provision.

In simpler terms, while the MUDA itself is generally governed by Ohio law, the specific protections offered by Ohio's franchise laws won't automatically extend to the MUDA. A franchisee would need to demonstrate that the circumstances of their situation independently meet the criteria established by those protective laws. This might involve showing that the franchise meets certain thresholds related to investment, risk, or the nature of the business opportunity being offered.

This stipulation means that a Better Blend franchisee cannot simply rely on the fact that the MUDA is governed by Ohio law to claim protection under Ohio's franchise-specific laws. They must be able to argue that, regardless of the MUDA's terms, their franchise independently qualifies for protection under those laws. This could be a significant factor for franchisees who may have assumed that Ohio's franchise laws would automatically apply to their agreement due to the governing law provision.

Prospective franchisees should seek legal counsel to fully understand the implications of this provision. They should determine what specific requirements must be met to trigger the protections of Ohio's franchise laws, independent of the MUDA's general choice of law. This will help them assess their rights and obligations under the MUDA and any related franchise agreements.