What state's laws govern all adversarial proceedings between the parties regarding the Crave Cookies MUDA?

According to Crave Cookies's 2025 Franchise Disclosure Document, the laws of Utah govern all adversarial proceedings between the parties regarding the Multi-Unit Development Agreement (MUDA). Specifically, the FDD states that Utah law applies without regard to its principles of conflicts of law. This means that if there is a dispute between Crave Cookies Franchising and a franchisee related to the MUDA, Utah law will be used to resolve the issue, regardless of where the franchisee is located.

However, the FDD also notes an important exception: any Utah law designed to protect franchisees or business opportunity purchasers will only apply if its jurisdictional requirements are met independently, without relying on this specific section of the MUDA. This suggests that Crave Cookies is attempting to limit the applicability of certain pro-franchisee laws in Utah, ensuring they only apply if the franchisee independently qualifies for their protections under Utah law.

This clause is important for prospective Crave Cookies franchisees to understand, as it dictates the legal framework under which disputes related to the MUDA will be resolved. While Utah law will generally apply, franchisees should be aware of the limitations placed on the applicability of Utah's franchisee protection laws. Franchisees should consult with a legal professional to fully understand their rights and obligations under the MUDA and how this governing law provision may impact them.