What is the Face Foundrie Addendum for?
Face_Foundrie Franchise · 2025 FDDAnswer from 2025 FDD Document
| THIS ADDENDUM (the "Addendum") is made and entered into by and between FACE FOUNDRIÉ FRANCHISING L.L.C., a Minnesota limited liability company ("Franchisor") with its principal business address at 6446 Flying Cloud Drive, Eden Prairie, Minnesota 55344, and |
|---|
| , a ("Franchisee"), whose principal |
| business address is |
| 1. |
| BACKGROUND. Franchisor and Franchisee are parties to that certain Franchise Agreement |
| dated, 20 (the "Franchise Agreement"). This Addendum is annexed to |
| and forms part of the Franchise Agreement. This Addendum is being signed because |
| (a) the Facial Bar |
| that |
| Franchisee will operate under the Franchise Agreement will be located in Minnesota; and/or (b) any of the |
| offering or sales activity relating to the Franchise Agreement occurred in Minnesota. |
| 2. |
| RELEASES. The following is added to the end of Sections 13.02 and 15.03 of the Franchise |
| Agreement: |
| Any release required as a condition of renewal, sale and/or assignment/transfer will not apply |
| to the extent prohibited by the Minnesota Franchises Law. |
| 3. |
| RENEWAL TERM AND TERMINATION TERM. The following is added to the end |
| of Sections 14.03 and 15.01 |
| of the Franchise Agreement: |
| However, with respect to franchises governed by Minnesota law, Franchisor will comply with |
| Minn. Stat. Sec. 80C.14, Subds. 3, 4 and 5 which require, except in certain specified cases, that |
| Franchisee be given 90 days' notice of termination (with 60 days to |
| cure) and 180 days' notice |
| of non-renewal of this Agreement. |
| 4. |
| NOTIFICATION OF INFRINGEMENT AND CLAIMS. The following sentence is |
| added to the end of Section 5.04 |
| of the Franchise Agreement: |
| Provided Franchisee has complied with all provisions of this Agreement applicable to the |
| Marks, Franchisor will protect Franchisee's right to use the Marks and will indemnify |
| Franchisee from any loss, cots or expenses arising out of any claims, suits or demands |
| regarding Franchisee's use of the Marks in accordance with Minn. Stat. Sec. 80C 12, Subd. |
| 1(g). |
| 5. |
| FORUM FOR LITIGATION. The following language is added to the end of Section 18.04 |
| of the Franchise Agreement: |
| NOTWITHSTANDING THE FOREGOING, MINN. STAT. SEC. 80C.21 AND MINN. |
| RULE 2860.4400J PROHIBIT US, EXCEPT IN CERTAIN SPECIFIED CASES, FROM |
| REQUIRING LITIGATION TO BE CONDUCTED OUTSIDE OF MINNESOTA. |
| NOTHING IN THIS AGREEMENT WILL ABROGATE OR REDUCE ANY OF |
| FRANCHISEE'S RIGHTS UNDER MINNESOTA STATUTES CHAPTER 80.C OR |
| FRANCHISEE'S RIGHTS TO ANY PROCEDURE, FORUM OR REMEDIES THAT |
| THE LAWS OF THE JURISDICTION PROVIDE. |
Source: Item 22 — CONTRACTS (FDD pages 73–74)
What This Means (2025 FDD)
According to the 2025 Face Foundrie FDD, the Addendum is an agreement between Face Foundrie Franchising L.L.C. and the franchisee that supplements the standard Franchise Agreement. The Addendum is signed because the Face Foundrie facial bar will be located in a specific state, or because the offering or sales activity related to the Franchise Agreement occurred in that state. Different addenda are used for different states. For example, there are addenda for franchisees operating in Minnesota, Maryland, New York, and Illinois.
The specific provisions within the Addendum vary depending on the state. For instance, the Minnesota addendum addresses items such as releases, renewal and termination terms, notification of infringement and claims, and the forum for litigation, ensuring compliance with Minnesota franchise law. The Maryland addendum includes clauses about releases, insolvency, forum for litigation, governing law, and limitation of claims, tailored to Maryland's franchise regulations. Similarly, the New York addendum covers releases, termination rights for the franchisee, and injunctive relief, aligning with New York state law. The Illinois addendum addresses the forum for litigation, governing law, and the Illinois Franchise Disclosure Act.
For a prospective Face Foundrie franchisee, the Addendum ensures that the Franchise Agreement complies with the specific franchise laws of the state in which they will be operating. This can affect various aspects of the franchise relationship, including termination rights, dispute resolution, and the franchisee's ability to transfer the franchise. It is important to carefully review the Addendum applicable to their state to understand their rights and obligations under the Franchise Agreement, as these may differ from the standard terms.
The inclusion of state-specific addenda is a common practice in franchising to address the varying legal requirements across different jurisdictions. Franchisees should consult with a legal professional to fully understand the implications of the Addendum and how it affects their franchise agreement. This ensures that both Face Foundrie and the franchisee are operating in compliance with local laws and regulations, fostering a more transparent and legally sound business relationship.