Does the Bumper Man franchise agreement define what constitutes an 'Arbitrable Claim'?
Bumper_Man Franchise · 2025 FDDAnswer from 2025 FDD Document
(1) Mandatory Arbitration. Except as set forth in Section 24(c)(2) below, any claim, case, dispute or cause of action (collectively "Claim") arising from or relating in any way to any of the following will be submitted to binding arbitration:
(A) this Agreement or any other agreement between Franchisor and Franchisee or any of its Affiliates or Principals;
(B) the relationship between Franchisee and Franchisor;
(C) the scope and validity of this Agreement or any other agreement between Franchisor or its Affiliates and Franchisee or any of its Affiliates or Principals, specifically including whether any specific claim is subject to arbitration at all (i.e. arbitrability questions), except that Franchisor and Franchisee intend for the court to address the applicability and scope of the exceptions found in Section 24(c)(2)(a); and/or
(D) the offer or sale of the franchise opportunity.
(2) Exception of Claims Subject to Arbitration. Franchisor and Franchisee recognize and agree that certain claims of Franchisor may not be best suited to determination through arbitration and agree that Franchisor, at its sole option, may bring the following types of
claims, cases, disputes and causes of action either in court or in arbitration:
(A) Claims seeking injunctive or other equitable relief to enforce provisions of this Agreement, provided however that non-equitable claims joined with any injunctive claims must be heard separately in arbitration, and that regardless of the forum, any injunctive relief may be given without the necessity of Franchisor posting bond or other security and any such bond or other security is hereby waived; further, Franchisee acknowledges that the termination of any litigation for injunctive or other equitable relief will not bar Franchisor from asserting non-equitable claims in an arbitration involving the same parties or causes of action;
(B) Claims seeking relief of any kind with respect to Franchisee's violation of any health or safety law;
(C) Claims seeking relief of any kind with respect to Franchisee's use of the Marks;
(D) Claims seeking relief related to of any of the provisions of Section 17 of the Franchise Agreement, including without limitation for breach of confidentiality and non-competition provisions;
(E) Claims related to unauthorized or improper use or misappropriation of Franchisor's Marks, trade secrets, Confidential Information or any of Franchisor's Intellectual Property; and/or;
(F) Claims, including claims by an affiliate of Franchisor, seeking recovery or any other remedy based on Franchisee's failure to pay any moneys due under this Agreement, any agreement with an affiliate of Franchisor, or any unpaid invoices owed to an affiliate of Franchisor when due.
For resolution of any claim that is not subject to mandatory arbitration under Section 24(c)(1), such claim will be resolved in any court of competent jurisdiction.
(3) No Class Action. No party except Franchisor (including its employees, agents, officers or directors and its parent, subsidiary or affiliated companies) and Franchisee (including where applicable the immediate family members, owners, heirs, executor, successors, assigns, shareholders, partners, and guarantors (as applicable) may join in or become a party to any arbitration proceeding arising under or related to this Agreement or any other agreement between Franchisor and Franchisee, the relationship between Franchisor and Franchisee, the scope and validity of this Agreement or any other agreement between Franchisor and Franchisee, specifically including whether any specific claim is subject to arbitration at all (i.e. arbitrability questions) and/or the offer or sale of the franchise opportunity; and further, the arbitrator will not be authorized to permit any person or entity that is not a party to this Agreement or identified in this paragraph to be involved in or to participate in any arbitration conducted pursuant to this Agreement. No matter how styled by the party bringing the claim, any claim or dispute is to be arbitrated on an individual basis and not as a class action or representative action. FRANCHISEE EXPRESSLY WAIVES ANY RIGHT TO ARBITRATE OR LITIGATE AS A CLASS ACTION. Any question regarding the interpretation or enforceability of this prohibition on class-wide or representative arbitration shall be resolved by a court of competent jurisdiction, and not the arbitrator
Source: Item 23 — RECEIPTS (FDD pages 45–180)
What This Means (2025 FDD)
According to the 2025 Bumper Man Franchise Disclosure Document, the franchise agreement outlines which claims are subject to arbitration. Specifically, any disagreement arising from the franchise agreement, other agreements between the franchisee and Bumper Man, the franchisee-franchisor relationship, or the franchise opportunity's offer or sale are subject to arbitration. However, the agreement stipulates that a court will address the applicability and scope of exceptions found in Section 24(c)(2)(a).
There are exceptions to the claims that must go through arbitration. Bumper Man retains the option to pursue certain claims in court, including those seeking injunctive relief to enforce the franchise agreement, claims related to health or safety law violations, trademark disputes, breaches of confidentiality or non-competition provisions (Section 17), and misappropriation of intellectual property. Additionally, Bumper Man can pursue in court claims related to a franchisee's failure to pay monies owed under the agreement or unpaid invoices to an affiliate.
The Bumper Man franchise agreement also specifies that neither the franchisee nor the franchisor can participate in a class action against the other party. Any claims must be pursued on an individual basis. The interpretation and enforceability of this class action waiver will be determined by a court of competent jurisdiction, not by an arbitrator. This clause emphasizes that disputes must be resolved individually, preventing franchisees from joining forces in a single arbitration proceeding.
These stipulations regarding arbitrable claims and exceptions are important for prospective Bumper Man franchisees to understand. It clarifies the dispute resolution process and what types of claims can be pursued in court versus through arbitration. The class action waiver further limits a franchisee's ability to participate in collective legal action against Bumper Man.