Which state's law generally applies to the Face Foundrie Area Development Agreement?

Question

Accepted Answer

| Provision |  | Section(s) in | Summary |
|---|---|---|---|
|  |  | Area Development Agreement | rights or obligations under the Area Development Agreement, or any material asset of your business, without our prior written consent, which shall be subject to all of the conditions and requirements for transfers set forth in the Franchise Agreement executed simultaneously with the Area Development Agreement that we deem applicable to a proposed transfer under the Area Development Agreement. |
| (l) Franchisor approval | Section 7.2 |  | We have the right to approve transfers. |
| of transfer by area |  |  |  |
| developer |  |  |  |
| (m) Conditions for franchisor’s approval of transfer | Sections 7.2 and 7.3 |  | Unless waived, a transfer of the Area Development Agreement is conditioned on, among other factors, the requirement that the proposed transfer of the Area Development Agreement be made in conjunction with a simultaneous transfer of all existing Franchise Agreements to the same approved transferee. Additionally, your first Facial Bar under your first Franchise Agreement must be open and operating. |
| (n) Franchisor’s right of | Not Applicable |  |  |
| first refusal to acquire |  |  |  |
| area developer’s |  |  |  |
| business |  |  |  |
| (o) Franchisor’s option to | Not Applicable |  |  |
| purchase area |  |  |  |
| developer’s business |  |  |  |
| (p) Death or disability of area developer | Section 5.2 |  | In the event your Operating Partner dies or becomes incapacitated, you must designate a new Operating Partner that owns at least a 20% ownership interest in you, subject to our approval. |
| (q) Non-competition covenants during the term of the franchise | Section 8.2 |  | No direct or indirect involvement in competitive business. |
| (r) Non-competition covenants after the franchise is terminated or expires | Section 8.3 |  | For two years, no involvement in competitive business located within a 10-mile radius of any Facial Bar. |
| Provision |  | Section(s) in Area Development Agreement | Summary |
| (s) Modification of the agreement | Section 15 |  | Except for those permitted to be made unilaterally by us hereunder, no amendment, change, or variance from the Area Development Agreement will be binding on either party unless mutually agreed to by the parties and executed by their authorized officers or agents in writing. |
| (t) Integration/merger clause | Section 15 |  | Only the terms of the Area Development Agreement and other related written agreements are binding (subject to applicable state law). Any representations or promises outside of the Disclosure Document and Area Development Agreement may not be enforceable. No claim made in any franchise agreement is intended to disclaim the representations made in this Franchise Disclosure Document. |
| (u) Dispute resolution by | Sections 16.3 and 16.4 |  | Except for certain claims, all disputes must be |
| arbitration or |  |  | mediated, and if not settled by mediation, are then |
| mediation |  |  | subject to arbitration. |
| (v) Choice of forum | Section 16.5 |  | Litigation must be held in the federal or state court for the district where our principal executive office is located (subject to state law). Mediation must occur in a metropolitan area within 20 miles of our principal executive office and arbitration must occur in the office of the American Arbitration Association closest to our principal executive office. |
| (w) Choice of law | Section 16.1 |  | Minnesota law applies generally, provided that the Minnesota Franchise Act and other franchise- specific laws and regulations of the State of Minnesota generally do not apply to Facial Bars located outside of Minnesota. (Subject to applicable state law.) |

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION OF THE FRANCHISE RELATIONSHIP (FDD pages 51–59)

Which state's law generally applies to the Face Foundrie Area Development Agreement?

Answer from 2025 FDD Document

What This Means (2025 FDD)

Provision		Section(s) in	Summary
		Area Development Agreement	rights or obligations under the Area Development Agreement, or any material asset of your business, without our prior written consent, which shall be subject to all of the conditions and requirements for transfers set forth in the Franchise Agreement executed simultaneously with the Area Development Agreement that we deem applicable to a proposed transfer under the Area Development Agreement.
(l) Franchisor approval	Section 7.2		We have the right to approve transfers.
of transfer by area
developer
(m) Conditions for franchisor’s approval of transfer	Sections 7.2 and 7.3		Unless waived, a transfer of the Area Development Agreement is conditioned on, among other factors, the requirement that the proposed transfer of the Area Development Agreement be made in conjunction with a simultaneous transfer of all existing Franchise Agreements to the same approved transferee. Additionally, your first Facial Bar under your first Franchise Agreement must be open and operating.
(n) Franchisor’s right of	Not Applicable
first refusal to acquire
area developer’s
business
(o) Franchisor’s option to	Not Applicable
purchase area
developer’s business
(p) Death or disability of area developer	Section 5.2		In the event your Operating Partner dies or becomes incapacitated, you must designate a new Operating Partner that owns at least a 20% ownership interest in you, subject to our approval.
(q) Non-competition covenants during the term of the franchise	Section 8.2		No direct or indirect involvement in competitive business.
(r) Non-competition covenants after the franchise is terminated or expires	Section 8.3		For two years, no involvement in competitive business located within a 10-mile radius of any Facial Bar.
Provision		Section(s) in Area Development Agreement	Summary
(s) Modification of the agreement	Section 15		Except for those permitted to be made unilaterally by us hereunder, no amendment, change, or variance from the Area Development Agreement will be binding on either party unless mutually agreed to by the parties and executed by their authorized officers or agents in writing.
(t) Integration/merger clause	Section 15		Only the terms of the Area Development Agreement and other related written agreements are binding (subject to applicable state law). Any representations or promises outside of the Disclosure Document and Area Development Agreement may not be enforceable. No claim made in any franchise agreement is intended to disclaim the representations made in this Franchise Disclosure Document.
(u) Dispute resolution by	Sections 16.3 and 16.4		Except for certain claims, all disputes must be
arbitration or			mediated, and if not settled by mediation, are then
mediation			subject to arbitration.
(v) Choice of forum	Section 16.5		Litigation must be held in the federal or state court for the district where our principal executive office is located (subject to state law). Mediation must occur in a metropolitan area within 20 miles of our principal executive office and arbitration must occur in the office of the American Arbitration Association closest to our principal executive office.
(w) Choice of law	Section 16.1		Minnesota law applies generally, provided that the Minnesota Franchise Act and other franchise- specific laws and regulations of the State of Minnesota generally do not apply to Facial Bars located outside of Minnesota. (Subject to applicable state law.)