Under what condition is each provision of the addendum to the Monicals Pizza Area Development Agreement effective?
Monicals_Pizza Franchise · 2025 FDDAnswer from 2025 FDD Document
| between Monical Pizza Corporation and | This Addendum to the Area Development Agreement is agreed to this day of, 20, by and | |
|---|---|---|
| 1. | In recognition of The North Dakota Securities Commission, the following provisions contained in the Area Development Agreement are amended to be consistent with North Dakota law, including the North Dakota Franchise Investment Law, North Dakota Century Code Addendum, Chapter 51-19, §51-19-01 et seq.: | |
| | with North Dakota law, the covenant may not be enforceable. | Covenants not to compete upon termination or expiration of the Area Development Agreement are generally enforceable in the State of North Dakota in limited instances as provided by law. If the Agreement contains a covenant not to complete that is inconsistent |
| | conflict of laws, North Dakota Law shall control. | Section 13.1 of the Area Development Agreement is amended to state in the event of a |
| | Dakota law. | Sections 13.2 and 13.7 are amended to state that a provision requiring litigation or arbitration to be conducted in a forum other than North Dakota is void with respect to claims under North |
| 2. | Agreement or exhibits or attachments thereto, the terms of this Addendum shall govern. | Each provision of this Addendum shall be effective only to the extent that the jurisdictional requirements of the North Dakota Law applicable to the provisions are met independently of this Addendum. To the extent this Addendum shall be deemed to be inconsistent with any terms or conditions of said Area Development |
| understands and consents to be bound by all of its terms. |
Source: Item 23 — RECEIPTS (FDD pages 46–257)
What This Means (2025 FDD)
According to Monicals Pizza's 2025 Franchise Disclosure Document, each provision within the addendum to the Area Development Agreement is contingent upon meeting specific jurisdictional requirements. The provisions are only effective if the legal requirements of the relevant state law are independently satisfied, regardless of the addendum itself. This condition applies to franchisees in Hawaii, Indiana, Rhode Island, and Washington.
This means that if a particular clause in the addendum addresses an aspect of state law, that state law must already be applicable and independently fulfilled for the addendum's provision to take effect. For example, if the addendum modifies a section of the Area Development Agreement to comply with Washington franchise law, that modification is only valid if the franchisee's operations are actually subject to Washington franchise law.
Furthermore, in case of any inconsistencies between the Area Development Agreement and the addendum, the terms of the addendum will take precedence. This ensures that the most current and legally compliant terms are enforced, particularly in regions with specific franchise regulations. This condition is designed to ensure compliance with local laws and protect the franchisee's rights within their specific jurisdiction.