According to the Casiola franchise agreement, where must mediation proceedings be conducted?
Casiola Franchise · 2024 FDDAnswer from 2024 FDD Document
OR OTHER FEDERAL LAW, THIS AGREEMENT AND THE RELATIONSHIP BETWEEN THE PARTIES HERETO SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF FLORIDA, EXCEPT THAT ITS CHOICE OF LAW AND CONFLICTS OF LAWS RULES SHALL NOT APPLY AND ANY FRANCHISE REGISTRATION, DISCLOSURE, RELATIONSHIP OR SIMILAR STATUTE WHICH MAY BE ADOPTED BY THE STATE OF FLORIDA SHALL NOT APPLY UNLESS ITS JURISDICTIONAL REQUIREMENTS ARE MET INDEPENDENTLY WITHOUT REFERENCE TO THIS PARAGRAPH.
18.G. NON-BINDING MEDIATION AND BINDING ARBITRATION
(1) Non-Binding Mediation – Franchisee and Franchisor agree that before either party may bring any action, dispute and/or controversy arising from or related to this Agreement and/or the franchise relationship between Franchisor and Franchisee in arbitration, the parties must first mediate the dispute through non-binding mediation. Mediation shall be non-binding and shall be conducted by the American Arbitration Association ("AAA") in accordance with AAA's then current rules for the mediation of commercial disputes. All mediation proceedings shall be conducted in Orange County, Florida or, if a mediator is not available in Orange County, Florida, then at a suitable location selected by the mediator that is located closest to Orange County, Florida. Mediation shall be conducted by one mediator and if Franchisor and Franchisee cannot agree on a mediator then the mediator shall be selected by AAA. Mediation shall be conducted within 45 days of AAA's designation and/or acknowledgment of the selected mediator or such longer period as may be agreed to between Franchisor and Franchisee in writing and signed by each respective party.
Source: Item 23 — RECEIPTS (FDD pages 47–209)
What This Means (2024 FDD)
According to the 2024 Casiola Franchise Disclosure Document, mediation proceedings must be conducted in specific locations, with some exceptions depending on the franchisee's location. For franchisees outside of Washington state, the standard agreement dictates that mediation will occur in Orange County, Florida. If a mediator is unavailable in Orange County, the proceedings will take place at a location selected by the American Arbitration Association (AAA) closest to Orange County, Florida. This applies to any dispute arising from the franchise agreement that requires mediation before arbitration.
However, the FDD includes a Washington Franchise Agreement Amendment that alters the mediation location for franchisees in Washington. For these franchisees, the mediation site will be either in the state of Washington or at a location mutually agreed upon by both parties at the time of the mediation. If no agreement is reached, the arbitrator or mediator will determine the location at the time of the proceedings. This amendment ensures that Washington franchisees are not necessarily required to travel to Florida for mediation, providing a more accessible and potentially cost-effective option.
It is important to note that Casiola can elect to waive the mediation requirement for certain disputes, such as breaches of the agreement by the franchisee that could entitle Casiola to injunctive relief, or claims related to the failure to pay fees or other monetary obligations. This election by Casiola could bypass the mediation process altogether, potentially leading directly to arbitration or litigation, depending on the specifics of the agreement and applicable laws.