Under the Cream franchise agreement, can an association or agent bring a claim on behalf of the franchisee?
Cream Franchise · 2025 FDDAnswer from 2025 FDD Document
MINNESOTA
- The following is added at the end of the chart in Item 17:
With respect to franchises governed by Minnesota law, we will comply with Minn. Stat. Sec. 80C.14, Subds. 3, 4 and 5 which require, except in certain specified cases, that you be given 90 days' notice of termination (with 60 days to cure) of the Franchise Agreement and Area Development Agreement and 180 days' notice for non-renewal of the Franchise Agreement and Area Development Agreement.
Minn. Stat. Sec. 80C.21 and Minn. Rule 2860.4400J prohibits us from requiring litigation to be conducted outside Minnesota, requiring waiver of a jury trial or requiring the Area Developer or Franchisee to consent to liquidated damages, termination penalties or judgment notes. In addition, nothing in the Disclosure Document, Area Development Agreement or Franchise Agreement can abrogate or reduce any of Area Developer's or Franchisee's rights as provided for in Minnesota Statutes, Chapter 80C, or Area Developer's or Franchisee's rights to any procedure, forum or remedies provided for by the laws of the jurisdiction.
Any release required as a condition of renewal or transfer/assignment will not apply to the extent prohibited by Governing Law with respect to claims arising under Minn. Rule 2860.4400D.
In compliance with Minnesota Statute 80C.17 Subd. 5, no action may be commenced pursuant to this section more than three years after the cause of action accrues
Source: Item 23 — RECEIPTS (FDD pages 61–192)
What This Means (2025 FDD)
Based on the 2025 FDD, the franchise agreement for Cream does not explicitly address whether an association or agent can bring a claim on behalf of the franchisee. However, the document does state that in Minnesota, nothing in the Disclosure Document, Area Development Agreement or Franchise Agreement can abrogate or reduce any of Area Developer's or Franchisee's rights as provided for in Minnesota Statutes, Chapter 80C, or Area Developer's or Franchisee's rights to any procedure, forum or remedies provided for by the laws of the jurisdiction. This suggests that if Minnesota law grants such rights to associations or agents, the Cream franchise agreement would not override those rights. Similarly, in Maryland, a franchisee may bring a lawsuit for claims arising under the Maryland Franchise Registration and Disclosure law. This implies the franchisee themselves must bring the suit.
In general, franchise agreements often specify the parties who have standing to bring claims, and the absence of a specific provision either allowing or disallowing representation by an association or agent is notable. Franchisees typically act as individual business owners, and legal actions are usually pursued by the franchisee directly or through their own legal counsel.
Therefore, a prospective Cream franchisee should seek clarification from the franchisor regarding the specific circumstances under which an association or agent might be able to represent them in a claim. It would be prudent to consult with an attorney to understand the relevant state laws and how they interact with the franchise agreement, especially in states like Minnesota and Maryland with specific franchise regulations.