In Michigan, can Focus Cfo require arbitration or litigation to be conducted outside of the state?
Focus_Cfo Franchise · 2025 FDDAnswer from 2025 FDD Document
lations 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)
Based on the 2025 Focus Cfo Franchise Disclosure Document, the standard franchise agreement mandates that any action brought by either party, except for claims required to be submitted to arbitration, must be brought in the appropriate state court located in or serving Franklin County, Ohio. The agreement specifies that this choice of jurisdiction and venue does not restrict the parties' ability to enforce judgments or arbitration awards in any appropriate jurisdiction. For claims requiring arbitration, the proceedings are to be conducted in Franklin County, Ohio, according to the Commercial Arbitration Rules of the American Arbitration Association.
This means that, generally, a Focus Cfo franchisee in Michigan would be required to travel to Ohio for litigation or arbitration proceedings, which could increase costs related to legal representation, travel, and lodging. However, Focus Cfo can bring claims for injunctive relief where the franchisee is located, potentially allowing such actions to occur in Michigan.
It is important to note that the FDD includes state-specific addenda that could modify these terms. For instance, the North Dakota addendum changes the jurisdiction and arbitration clauses to specify that actions be brought in North Dakota, and arbitration will be held at a site agreed upon by both parties. Prospective franchisees in Michigan should carefully review the FDD for any Michigan-specific addenda that might alter the standard dispute resolution terms, and consult with a legal professional to understand their rights and obligations under the franchise agreement.