What state's laws govern the Cool Binz agreement?
Cool_Binz Franchise · 2025 FDDAnswer from 2025 FDD Document
- DISPUTE RESOLUTION PROCEDURES/CHOICE OF LAW. Sections 15.F. and 15.H. of the Franchise Agreement are amended by adding the following language:
HOWEVER, THE GOVERNING CHOICE OF LAW SHALL NOT BE CONSIDERED A WAIVER OF ANY RIGHT CONFERRED UPON FRANCHISEE BY THE PROVISIONS OF ARTICLE 33 OF THE GENERAL BUSINESS LAW OF THE STATE OF NEW YORK.
In recognition of the requirements of the Minnesota Franchises Law, Minn. Stat. 80C.01 through 80C.22, and the Rules and Regulations promulgated thereunder by the Minnesota Commissioner of Commerce, Minn. Rule 2860.0100 through 2860.9930, the parties to the attached Cool Binz International, LLC Franchise Agreement (the "Agreement") agree as follows:
This Rider is being executed because (a) the offer or sale of the franchise for the COOL BINZ franchise you will operate under the Agreement was made in the State of Minnesota and you will operate the Franchise in the State of Minnesota and/or (b) you are a resident of the State of Minnesota.
With respect to franchises governed by Minnesota law, the franchisor will comply with Minn. Stat. Sec. 80C.14, Subds. 3, 4, and 5 which require, except in certain specified cases, that (i) a franchisee be given 90 days' notice of termination (with 60 days to cure) and 180 days' notice of non-renewal of the franchise agreement, and that (ii) consent to the transfer of the franchise will not be unreasonable withheld. The franchisor will comply with Minnesota law in this respect in its performance of the franchise agreement and any ancillary agreements.
Source: Item 23 — RECEIPTS (FDD pages 63–238)
What This Means (2025 FDD)
According to the 2025 Cool Binz Franchise Disclosure Document, the franchise agreement is governed by the laws of New York and Minnesota, depending on the franchisee's location. For franchisees operating in New York, the agreement states that the governing choice of law should not be considered a waiver of any right conferred upon the franchisee by the provisions of Article 33 of the General Business Law of the State of New York.
For franchisees operating in Minnesota, the agreement states that the offer or sale of the franchise was made in the State of Minnesota, and the franchisee will operate the franchise in Minnesota, and/or the franchisee is a resident of the State of Minnesota. The agreement also states that the franchisor will comply with Minn. Stat. Sec. 80C.14, Subds. 3, 4, and 5 which require, except in certain specified cases, that (i) a franchisee be given 90 days' notice of termination (with 60 days to cure) and 180 days' notice of non-renewal of the franchise agreement, and that (ii) consent to the transfer of the franchise will not be unreasonable withheld.
This means that franchisees should be aware of the specific laws in their state that govern franchise agreements, as these laws may provide additional protections or rights. Franchisees should also consult with an attorney to ensure that they understand their rights and obligations under the franchise agreement.