Under what condition does the amendment to the Jersey Mikes Development Agreement become effective?
Jersey_Mikes Franchise · 2025 FDDAnswer from 2025 FDD Document
ent."
-
- The following is added to Section 8.2(c), Section 8.2 (g), and Section 8.9 of the Development 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."
- The following is added to the end of the first paragraph of Section 18 of the Development Agreement:
"PROVIDED, HOWEVER, THAT MINNESOTA LAW PROVIDES THAT NO ACTION MAY BE COMMENCED UNDER MINN. STAT. § 80C.17 MORE THAN 3 YEARS AFTER THE CAUSE OF ACTION ACCRUES."
-
- Each provision of this Amendment shall be effective only to the extent that the jurisdictional requirements of the Minnesota law applicable to the provision are met independent of this Amendment. This Amendment shall have no force or effect if such jurisdictional requirements are not met.
-
Source: Item 23 — RECEIPTS (FDD pages 77–421)
What This Means (2025 FDD)
According to Jersey Mikes' 2025 Franchise Disclosure Document, the effectiveness of the amendment to the Development Agreement is contingent upon meeting specific jurisdictional requirements. For North Dakota, Illinois, and Maryland, each provision of the amendment becomes effective only if the jurisdictional requirements of the relevant state's franchise law are independently satisfied, without relying on the amendment itself. If these jurisdictional requirements are not met, the amendment has no force or effect. This condition ensures that the amendment complies with state laws and protects the franchisee's rights under those laws.
This requirement means that Jersey Mikes franchisees need to be aware of the specific franchise laws in their state and how they interact with the Development Agreement. The amendment is designed to modify the original agreement to align with state-specific regulations, but its effectiveness hinges on those regulations being independently applicable. This could involve factors such as residency, where the franchise is located, or where the sales activities related to the Development Agreement occurred.
Jersey Mikes as the franchisor retains the right to challenge the enforceability of any state law that declares provisions of the Development Agreement void or unenforceable. They may do so through legal action or by raising the issue in a legal action or arbitration initiated by the franchisee. This clause indicates that while Jersey Mikes aims to comply with state laws through these amendments, they also reserve the right to defend the original terms of the Development Agreement where they believe the state law is inappropriately applied.
For a prospective Jersey Mikes franchisee, this condition highlights the importance of understanding both the Development Agreement and the specific franchise laws of their state. It also suggests that legal counsel may be beneficial to ensure full compliance and to understand the potential implications if jurisdictional requirements are not met or if the franchisor challenges the state law.