Does the Kitchen Solvers Minnesota addendum modify the entire Franchise Agreement?
Kitchen_Solvers Franchise · 2025 FDDAnswer from 2025 FDD Document
This Addendum pertains to franchises sold in the State of Minnesota and is for the purpose of complying with Minnesota statutes and regulations. Notwithstanding anything which may be contained in the body of the Franchise Agreement to the contrary, the Agreement is amended as follows:
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- We will undertake the defense of any claim of infringement by third parties involving the KITCHEN SOLVERS mark, and you will cooperate with the defense in any reasonable manner prescribed by us with any direct cost of such cooperation to be borne by us.
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- Minnesota law provides franchisees with certain termination and nonrenewal rights. As of the date of this Franchise Agreement, Minn. Stat. Sec. 80C.14, Subd. 3, 4 and 5 require, except in certain specified cases, that a franchisee be given 90 days' notice of termination (with 60 days to cure) and 180 days' notice for nonrenewal of the franchise agreement.
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- Minn. Stat. § 80C.21 and Minn. Rule 2860.4400J prohibit us from requiring litigation to be conducted outside Minnesota. In addition, nothing in the disclosure document or Franchise Agreement can abrogate or reduce any of your rights as provided for in Minnesota Statutes, Chapter 80C, or your rights to any procedure, forum, or remedies provided for by the laws of the jurisdiction. Therefore, the fourth and fifth sentences of Subparagraph 16.I are hereby deleted in their entirety.
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- Subparagraph 16.K is hereby deleted in its entirety.
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- The second sentence of Subparagraph 13.B of the Agreement is deleted in its entirety and will have no further force and effect and the following is substituted in lieu thereof:
Therefore, it is mutually agreed that in the event of a breach or threatened breach of any of the terms of this Agreement the other party will forthwith be entitled to seek an injunction restraining such breach and/or to a decree of specific performance, without showing or proving any actual damage, together with recovery of reasonable attorneys' fees and other costs incurred in obtaining said equitable relief, until such time as a final and binding determination is made by the arbitrators.
Source: Item 23 — Receipts (FDD pages 49–190)
What This Means (2025 FDD)
According to the 2025 Kitchen Solvers Franchise Disclosure Document, the addendum to the franchise agreement for the state of Minnesota serves to modify specific aspects of the agreement to ensure compliance with Minnesota statutes and regulations. The addendum explicitly states that it amends the franchise agreement, addressing issues such as defense against infringement claims, franchisee termination and nonrenewal rights, and litigation requirements.
Specifically, the Kitchen Solvers addendum modifies the original agreement by stating that Kitchen Solvers will undertake the defense of infringement claims related to the Kitchen Solvers mark, sharing cooperation costs. It also ensures that Minnesota franchisees receive the termination and nonrenewal notices mandated by Minnesota law, which are 90 days for termination (with 60 days to cure) and 180 days for nonrenewal.
Furthermore, the addendum addresses legal proceedings, ensuring that franchisees' rights under Minnesota Statutes, Chapter 80C, are protected and that litigation cannot be forced outside of Minnesota. Certain clauses within the original agreement, such as parts of Subparagraph 16.I and the entirety of Subparagraph 16.K, are either deleted or replaced to align with Minnesota law. The addendum also clarifies the franchisor's right to seek injunctive relief in case of a breach, allowing for the recovery of attorney's fees and costs. These modifications ensure that the Kitchen Solvers franchise agreement adheres to Minnesota's legal requirements, providing additional protections and rights to franchisees operating in that state.