What law governs disputes related to the Marble Slab Creamery franchise agreement?
Marble_Slab_Creamery Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in Franchise Agreement | Summary | |
|---|---|---|---|
| franchise is terminated or expires | competitive business for 2 years within 5 miles of the location of your Restaurant or any other Restaurant operated or intended to be operated under the Marks. | ||
| s. | Modification of the agreement | Section 20 | Except for changes we can make, no amendment without mutual written consent |
| t. | Integration/merger clause | Section 25 | Only terms of Franchise Agreement are binding (subject to state law). Any representations or promises outside of the disclosure document and franchise agreement may not be enforceable. |
| u. | Dispute resolution by arbitration or mediation | Section 21 | Subject to state law, except for certain claims, all disputes must be arbitrated in the county in which our headquarters are located (currently Los Angeles, California) |
| v. | Choice of forum | Section 21 | Subject to state law, arbitration in the county in which our headquarters is located (currently Los Angeles, California) |
| w. | Choice of law | Section 21 | California; if a provision is unenforceable under California law, then laws of the state in which the Restaurant is located apply to that provision. Any dispute between the parties must be brought or instituted within 1 year from the date of discovery of the conduct or event that is the basis of the legal action or proceeding. |
| Provision | Section in Multi- Unit Restaurant Agreement | Summary subject to notice and cure provisions in the other agreement. | |
| i. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 74–85)
What This Means (2025 FDD)
According to the 2025 Marble Slab Creamery Franchise Disclosure Document, the choice of law varies depending on the specific agreement. For the standard Franchise Agreement, California law governs the agreement. However, if a provision is unenforceable under California law, then the laws of the state in which the restaurant is located will apply to that specific provision. Any dispute must be initiated within one year of discovering the event that led to the legal action.
For the Multi-Unit Restaurant Agreement, California law also generally governs, except with respect to non-competition covenants, which may be subject to different state laws. The LLC Operating Agreement, Delaware law applies to disputes. Finally, for the Management Agreement, California law applies.
It is important for a prospective Marble Slab Creamery franchisee to understand which agreement applies to their specific situation and to be aware of the implications of the choice of law provisions. Franchisees should consult with a legal professional to fully understand their rights and obligations under the franchise agreement and the applicable state laws.