Are there any exceptions to the Michigan law applying to the Cool Binz Franchise Agreement?
Cool_Binz Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provisions | Section in Franchise Agreement | Summary | |
|---|---|---|---|
| or any other lien is placed against you and not released or bonded within 30 days; (xx) you become insolvent; (xxi) you order or purchase supplies, signs, furnishings, fixtures, equipment or inventory from an unapproved supplier; (xxii) you misuse or make unauthorized use of any COOL BINZ /Required Software; (xxiii) you fail to comply with the anti-terrorism provision; (xxiv) you take for your own personal use any assets or property of the COOL BINZ Business; or (xxv) if there are insufficient funds in your bank account to cover a check or EFT payment 3 or more times within any 12-month period or you fail to achieve minimum sales for 3 consecutive months. These provisions are subject to state law. | |||
| q. | Non competition covenants during the term of the franchise | Section 6.A | During the Term, you, your Managing Owner and your Designated Manager, shall not: (i) engage in any capacity in any other business offering leasing or portable storage equipment (except for other franchises or authorizations we enter into with you); (ii) use our Confidential Information, System, intranet website, Manuals, Marks, customer lists, Customer Information, or any colorable imitations, in connection with any business other than the COOL BINZ Business; (iii) attempt to or divert any business or customer of the COOL BINZ Business to any competitor, or do any other act injurious or prejudicial to the goodwill of the Marks or the System. This provision is subject to state law. |
| r. | Non competition covenants after the franchise is terminated or expires | Section 13.D | For 18 months from expiration or termination of the Franchise Agreement, you, your owners and, your Designated Manager, shall not (a) engage in any capacity in any business offering leasing or portable storage equipment or any services offered by our affiliates, (b) solicit business from customers of your former COOL BINZ Business, or (c) attempt to or divert any business or customer of the COOL BINZ Business or do any other act injurious to the goodwill of the Marks or the System or engage in any business relationship |
| Provisions | Section in Franchise Agreement | Summary | |
| ---- | ----------------------------------------- | -------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |
| with any of your customers or former customers, within: (i) the Territory; (ii) the Territories of any COOL BINZ franchisees, COOL BINZ Company Store, or any other COOL BINZ business operator; or (iii) a radius of 50 miles from the Territory. This provision is subject to state law. | |||
| t. | Integration/me rger clause | Section 15.L | Only the terms of the Franchise Agreement are binding (subject to state law). Any representations or promises outside of the Disclosure Document and Franchise Agreement may not be enforceable. Nothing in the agreement or in any related agreement is intended to disclaim the representations made in the Franchise Disclosure Document. |
| u. | Dispute resolution by arbitration | Sections 15.F.1 and 15.F.2 | You must bring any disputes arising out of the Franchise Agreement or any other agreement with us to our President prior to bringing a claim before any third party in an attempt to resolve the dispute internally. After exhaustion of this internal dispute resolution procedure, all claims or disputes between you and us must be submitted to binding arbitration in Ann Arbor, Michigan, in accordance with the American Arbitration Association’s Commercial Arbitration Rules then in effect. This provision is subject to state law. |
| v. | Choice of forum | Section 15.F.3 | All claims not subject to arbitration must be commenced in the state, or federal court of general jurisdiction in Washtenaw County, Michigan or the United States District Court for the Eastern District of Michigan (subject to applicable state law). |
| w. | Choice of law | Section 15.H | Except federal law, Michigan law applies (subject to applicable state law). |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 53–58)
What This Means (2025 FDD)
According to the 2025 Cool Binz Franchise Disclosure Document, several provisions within the franchise agreement are subject to state law. These include the franchisee's obligations upon termination or non-renewal of the agreement, non-competition covenants during the franchise term, and non-competition covenants after the franchise is terminated or expires. Additionally, the integration/merger clause, dispute resolution by arbitration, and choice of forum are all subject to applicable state law. Finally, the choice of law stipulates that Michigan law applies except where federal law takes precedence, but even this is subject to applicable state law.
For a prospective Cool Binz franchisee, this means that while the franchise agreement is governed primarily by Michigan law, certain aspects could be influenced or superseded by the laws of the state in which the franchisee operates. This is a fairly standard practice in franchising, as state laws often provide specific protections or regulations for franchisees.
It is important for a potential Cool Binz franchisee to understand which state laws might affect their franchise agreement. This could involve consulting with a legal professional who is familiar with franchise law in their specific state. Understanding these nuances can help a franchisee ensure they are in compliance with all applicable laws and can protect their rights as a franchisee.
In summary, while Michigan law generally applies to the Cool Binz Franchise Agreement, franchisees must be aware of potential exceptions and modifications based on their local state laws. This awareness is crucial for legal compliance and safeguarding their investment.