Does the Minnesota Franchise Agreement Amendment for Casiola affect the non-waiver provisions of Minnesota Rules 2860.4400(D)?
Casiola Franchise · 2024 FDDAnswer from 2024 FDD Document
ther person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
[SIGNATURE PAGE TO FOLLOW]
IN WITNESS WHEREOF, the parties have duly executed and delivered this Maryland amendment to the Casiola Franchise LLC Franchise Agreement on the same date as the Franchise Agreement was executed.
| Franchisor: Casiola Franchise LLC | Franchisee: | |
|---|---|---|
| By: | Signature | |
| Signature | ||
| Name and Title (please print) | Name (please print) | |
| Dated | Dated |
MINNESOTA FRANCHISE AGREEMENT AMENDMENT
Amendments to the Casiola Franchise Agreement:
In recognition of the requirements of the Minnesota Statutes, Chapter 80C. and Minnesota Franchise Rules, Chapter 2860, the parties to the attached Casiola Franchise LLC Franchise Agreement (the "Franchise Agreement"), as follows:
- Article 14.C. of the Franchise Agreement, under the heading "Conditions for Approval of Transfer," subarticle 14.C.(6) is supplemented with the addition of the following language:
; provided, however, that all rights enjoyed by Franchisee and any causes of action arising in Franchisee's favor from the provisions of the Minnesota Franchise Act, Minn. Stat. Section 80C.14 et seq. and Minnesota Rules 2860.4400(D), shall remain in force; it being the intent of this provision that the non-waiver provisions of the Minnesota Rules 2860.4400(D) be satisfied; and
Minnesota law provides a franchisee with certain termination and non-renewal rights. Minn. Stat. Sect. 80C.14 Subdivisions 3, 4, and 5 require, except in certain specified cases, that franchisee be given 180 days-notice of nonrenewal of this Agreement by Franchisor.
- Article 15.B. of the Franchise Agreement, under the heading "Conditions for Renewal," the subarticle 15.B.(8) is supplemented with the addition of the following language:
; provided, however, that all rights enjoyed by Franchisee and any causes of action arising in Franchisee's favor from the provisions of the Minnesota Franchise Act, Minn. Stat. Section 80C.14 et seq. and Minnesota Rules 2860.4400(D), shall remain in force; it being the intent of this provision that the non-waiver provisions of the Minnesota Rules 2860.4400(D) be satisfied; and
Minnesota law provides a franchisee with certain termination and non-renewal rights. Minn. Stat. Sect. 80C.14 Subdivisions 3, 4, and 5 require, except in certain specified cases, that franchisee be given 180 days-notice of nonrenewal of this Agreement by Franchisor.
- Under Article 11 of the Franchise Agreement, under the heading "Notification of Infringement and Claims," the subarticle 11.C. shall be supplemented by the addition of the following:
Franchisor agrees to protect Franchisee, to the extent required by the Minnesota Franchise Act, against claims of infringement or unfair competition with respect to Franchisee's use of the Marks when, in the opinion of Franchisor's counsel, Franchisee's rights warrant protection pursuant to Article 11.E. of this Agreement.
- Under Article 14 of the Franchise Agreement, under the heading "Conditions for Approval of Transfer," the subarticle 14.C.
Source: Item 23 — RECEIPTS (FDD pages 47–209)
What This Means (2024 FDD)
According to Casiola's 2024 Franchise Disclosure Document, the Minnesota Franchise Agreement Amendment specifically addresses the non-waiver provisions of Minnesota Rules 2860.4400(D). The amendment ensures that all rights and causes of action arising in favor of the franchisee under the Minnesota Franchise Act and Minnesota Rules 2860.4400(D) remain in effect. This means Casiola franchisees in Minnesota retain their rights and legal recourse under these regulations, and the franchise agreement cannot waive or diminish these protections. This applies to both Article 14.C regarding "Conditions for Approval of Transfer" and Article 15.B concerning "Conditions for Renewal".
For a prospective Casiola franchisee in Minnesota, this amendment offers significant protection. It confirms that the franchisee's rights under Minnesota franchise law, specifically related to termination and non-renewal as outlined in Minn. Stat. Sect. 80C.14 Subdivisions 3, 4, and 5, cannot be waived by any clause in the franchise agreement. Casiola must provide 180 days' notice of nonrenewal, except in certain specified cases. This ensures franchisees have adequate time to prepare for the end of their franchise term and protects them from abrupt or unfair non-renewal.
The amendment explicitly states the intent to satisfy the non-waiver provisions of Minnesota Rules 2860.4400(D). This provides a legal safeguard for franchisees, reinforcing that Casiola acknowledges and respects the protections afforded to them under Minnesota law. This is particularly important because Minnesota franchise law aims to balance the power dynamic between franchisors and franchisees, preventing franchisors from imposing overly restrictive or unfair terms.
Furthermore, the Minnesota FDD Amendment also states that Item 17 shall not provide for a prospective general release of claims against Casiola that may be subject to the Minnesota Franchise Law, as Minn. Rule 2860.4400D prohibits a franchisor from requiring a franchisee to assent to a general release. Additionally, Casiola is prohibited from requiring litigation to be conducted outside Minnesota, and nothing in the Disclosure Document or Franchise Agreement can abrogate or reduce any of your rights as provided for in Minnesota Statutes, Chapter 80C, or your rights to any procedure, forum or remedies provided for by the laws of the jurisdiction. No statement, questionnaire or acknowledgement signed by a franchisee shall have the effect of waiving any claims under any applicable state franchise law, including fraud in the inducement, or disclaiming reliance on any statement made by Casiola.