Where must any controversy or claim related to the Cool Binz Mutual Release be litigated?
Cool_Binz Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Any controversy or claim whatsoever arising out of or relating to this Release or the enforcement of the promises made by the parties herein or with regard to the interpretation, formation, or breach of this Release, shall be litigated exclusively in the courts of general jurisdiction of Washtenaw County, Michigan or the United States District Court presiding over Ann Arbor, Michigan.
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- Both parties acknowledges and agree that money damages will not be a sufficient remedy for any breach of this provision and that either party shall be entitled to specific performance as a remedy for any such breach. Such remedy shall not be deemed to be the exclusive remedy, but shall be in addition to all other remedies available at law or equity to the party. In the event of any litigation to enforce any of the terms of this Mutual Release, the unsuccessful party shall pay the costs and attorneys' fees of the successful party.
Source: Item 23 — RECEIPTS (FDD pages 63–238)
What This Means (2025 FDD)
According to Cool Binz's 2025 Franchise Disclosure Document, any controversy or claim arising from the Mutual Release, its enforcement, interpretation, formation, or breach must be litigated in the courts of general jurisdiction of Washtenaw County, Michigan, or the United States District Court presiding over Ann Arbor, Michigan. This means that any legal disputes related to the Mutual Release will be handled in these specific courts.
This clause dictates the venue for legal proceedings, which is a crucial aspect of the agreement. It ensures that both Cool Binz and the franchisee know where to bring a case if a dispute arises. The selection of Washtenaw County, Michigan, or the U.S. District Court in Ann Arbor, Michigan, provides a specific and limited set of locations, which can impact the cost and convenience of litigation for the franchisee.
Additionally, the FDD states that money damages may not be sufficient for a breach of this provision, and either party is entitled to specific performance as a remedy. This means that a court could order a party to fulfill their obligations under the Mutual Release, in addition to or instead of awarding monetary compensation. The unsuccessful party in any litigation to enforce the terms of the Mutual Release will be responsible for covering the costs and attorney's fees of the successful party, which could create a significant financial risk for either party depending on the outcome of the case.