What state's law governs the Canine Dimensions Franchise Agreement?
Canine_Dimensions Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in Franchise Agreement | Summary |
|---|---|---|
| (g) Prior to the date of transfer, your transferee must complete our training program to our satisfaction. | ||
| n. Franchisor's right of first refusal to acquire franchisee's business | Section 13.5 | We can match any bona fide written offer for your Franchised Business. |
| o. Franchisor's option to | Section 15.4 | Upon expiration or termination, we can buy your personal property, |
| purchase franchisee's | fixtures, equipment, and inventory related to your Franchised | |
| business | Business. | |
| p. Death or disability of franchisee | Section 13.6 | Within thirty (30) days of death or disability, the Franchise must be operated by a person who has been approved by us and passed our Initial Training Program. The Franchise must be transferred to an approved individual or entity within 6 months of death or incapacity. We must approve all transfers. |
| q. Non-competition | Article 16 | You must not be in a competing business anywhere and must not |
| covenants during the term of | attempt to divert customers of your Franchised Business to any | |
| the franchise | competitive business. | |
| r. Non-competition covenants after the franchise is terminated or expires | Article 16 | You may not divert business to any competitor or employ or contract with any of our or another franchisee's personnel. In addition, for two years after termination or expiration, you may not have any involvement in a competing business within: (a) 30 miles of your Protected Territory; or (b) 50 miles of any Canine Dimensions Business. |
| s. Modification of the | Article 21 | Changes to the Franchise Agreement must be made in writing and |
| agreement | agreed to by both parties. | |
| t. Integration/merger clause | Article 21 | Only the terms of the Franchise Agreement are binding (subject to state law). Nothing in the agreement or in any related agreement is intended to disclaim the representations we made in the Franchise Disclosure Document. Any representations or promises outside the Franchise Disclosure Document and Franchise Agreement may not be enforceable. |
| u. Dispute resolution by arbitration or mediation | Article 23 | Subject to federal and your state's law, all disputes, except as explicitly listed in the Franchise Agreement, must be submitted to non-binding mediation in accordance with the commercial arbitration rules of the American Arbitration Association. If unsuccessful, the dispute must be submitted to arbitration within five miles of our headquarters in Florida. |
| v. Choice of forum | Article 24 | Florida (subject to applicable state law). |
| w. Choice of law | Article 24 | Florida law applies subject to applicable state law). |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 28–30)
What This Means (2025 FDD)
According to Canine Dimensions's 2025 Franchise Disclosure Document, the Franchise Agreement is governed by Florida law. Specifically, Article 24 of the Franchise Agreement states that Florida law applies, but this is subject to applicable state law. This means that while Florida law generally governs the agreement, any specific state laws that conflict with Florida law will take precedence.
This is a fairly standard clause in franchise agreements. However, prospective franchisees should be aware that disputes may be subject to the laws of a state where they do not reside or operate their business. This could potentially add complexity and cost to any legal proceedings. Franchisees should consult with a legal professional to understand the implications of this choice of law provision, especially regarding how it interacts with the dispute resolution process outlined in Article 23, which mandates mediation and arbitration near Canine Dimensions' headquarters in Florida.
It is important to note that the application of Florida law is 'subject to applicable state law,' which introduces a layer of complexity. This acknowledges that certain aspects of the franchise relationship may be governed by the laws of the state where the franchisee operates. Therefore, franchisees need to be aware of both Florida law and the laws of their own state to fully understand their rights and obligations under the Franchise Agreement.