What state's laws govern the Crave Cookies Guaranty?
Crave_Cookies Franchise · 2025 FDDAnswer from 2025 FDD Document
- **5.
Governing Law; Dispute Resolution.** This Guaranty shall be governed by and construed in accordance with the laws of the state of Utah (without giving effect to its principles of conflicts of law).
The parties agree that any Utah law for the protection of franchisees or business opportunity purchasers will not apply unless its jurisdictional requirements are met independently without reference to this Section 6.
Source: Item 22 — CONTRACTS (FDD page 47)
What This Means (2025 FDD)
According to Crave Cookies' 2025 Franchise Disclosure Document, the Guaranty agreement is governed by the laws of Utah. Specifically, the document states that the laws of Utah will be used to interpret and construe the Guaranty, without regard to Utah's principles of conflicts of law. This means that if there is a dispute regarding the Guaranty, Utah law will be applied to resolve the issue.
This is important for a prospective Crave Cookies franchisee and any guarantor (often a principal owner or related party) because it establishes the legal framework under which the Guaranty will be interpreted and enforced. It provides clarity and predictability as to which state's laws will govern the agreement. Franchise agreements typically include a governing law provision to avoid uncertainty and ensure consistent interpretation of the contract.
However, the FDD also specifies that any Utah law for the protection of franchisees or business opportunity purchasers will not apply unless its jurisdictional requirements are met independently, without reference to this specific section. This clause aims to prevent franchisees from relying on Utah's franchise-specific laws unless they independently qualify under those laws' criteria, ensuring that the general governing law provision does not inadvertently trigger additional legal protections. Franchisees should consult with a legal professional to understand the full implications of the governing law and its potential impact on their rights and obligations under the Guaranty.