In Michigan, does the prohibition against requiring a Focus Cfo franchisee to assent to a release prevent them from settling claims after entering into a Franchise Agreement?
Focus_Cfo Franchise · 2025 FDDAnswer from 2025 FDD Document
17. DISPUTE RESOLUTION
17.1. Choice of Law. Except to the extent this Agreement or any particular provision is governed by the U.S. Trademark Act of 1946 or other federal law, this Agreement shall be governed by and construed in accordance with the laws of the State of Ohio (without reference to its conflict of laws principles). The Federal Arbitration Act shall govern all matters subject to arbitration. References to any law refers also to any
- successor laws and to any published regulations for such law as in effect at the relevant time.
References to a governmental agency also refer to any regulatory body that succeeds the function of such agency.
- 17.2.
Consent to Jurisdiction.
Any action brought by either party except those claims required to be submitted to arbitration, shall only be brought in the appropriate state court located in or serving Franklin County, Ohio.
The parties waive all questions of personal jurisdiction or venue for the purposes of carrying out this provision.
Claims for injunctive relief may be brought by Focus CFO where Franchisee is located.
This exclusive choice of jurisdiction and venue provision shall not restrict the ability of the parties to confirm or enforce judgments or arbitration awards in any appropriate jurisdiction.
- 17.3.
Cumulative Rights and Remedies.
No right or remedy conferred upon or reserved to Focus CFO or Franchisee by this Agreement is intended to be, nor shall be deemed, exclusive of any other right or remedy herein or by law or equity provided or permitted, but each shall be in addition to every other right or remedy.
Nothing contained herein shall bar Focus CFO's right to obtain injunctive relief against threatened conduct that may cause it loss or damages, including obtaining restraining orders and preliminary and permanent injunctions.
- 17.4.
Limitation of Claims.
Any claim concerning the Franchise, the franchise business or this Agreement or any related agreement will be barred unless an action for a claim is commenced within one (1) year from the date on which Franchisee or Franchisor knew or should have known, in the exercise of reasonable diligence, of the facts giving rise to the claim.
- 17.5.
Limitation of Damages.
Source: Item 23 — Receipts (FDD pages 37–126)
What This Means (2025 FDD)
The 2025 Focus Cfo Franchise Disclosure Document (FDD) does not explicitly address whether the prohibition against requiring a Focus Cfo franchisee in Michigan to assent to a release prevents them from settling claims after entering into a Franchise Agreement. The FDD includes information regarding dispute resolution, choice of law, and limitations of claims and damages, but it does not provide specific details on the enforceability of releases or waivers in the context of settlements in Michigan.
Item 17.1 states that the Franchise Agreement is governed by Ohio law, but this may not be enforceable in all jurisdictions. Item 17.4 limits the time to bring claims to one year. Item 17.5 includes a mutual waiver of punitive damages and a limitation of the franchisee's damages to a refund of the franchise fee. These provisions could impact a franchisee's ability to pursue certain claims, but they do not directly address the issue of settling claims.
Prospective Focus Cfo franchisees in Michigan should seek clarification from the franchisor regarding the enforceability of release and waiver provisions in settlement agreements. It would be prudent to consult with legal counsel to understand their rights and obligations under Michigan law, especially concerning franchise agreements and dispute resolution.