How is Article 18.G. of the Mrcool Franchise Agreement amended regarding 'Choice of Law, Non-Binding Mediation, Binding Arbitration, and Consent to Jurisdiction' in relation to the Minnesota Franchise Act?
Mrcool Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Article 18.G. of the Franchise Agreement and, if Franchisee executes a Development Agreement, Section 7.6 of the Development Agreement, under the heading "Choice of Law, Non-Binding Mediation, Binding Arbitration, and Consent to Jurisdiction", shall be amended by the addition of the following statement added to the end of the last sentence of Article 18.G. of the Franchise Agreement and Section 7.6 of the Development Agreement:
- ; except to the extent otherwise prohibited by applicable law with respect to claims arising under the Minnesota Franchise Act.
Source: Item 23 — RECEIPTS (FDD pages 55–263)
What This Means (2025 FDD)
According to Mrcool's 2025 Franchise Disclosure Document, Article 18.G of the Franchise Agreement, which addresses 'Choice of Law, Non-Binding Mediation, Binding Arbitration, and Consent to Jurisdiction,' is amended for franchisees in Minnesota. The amendment adds a statement to the end of the last sentence of Article 18.G, clarifying that the provisions are subject to the extent that they are not prohibited by applicable law concerning claims arising under the Minnesota Franchise Act. This means that while the standard terms of Article 18.G generally apply, they cannot override any protections or rights specifically granted to franchisees under Minnesota's franchise laws.
This amendment ensures that Mrcool franchisees in Minnesota retain all rights and remedies provided by the Minnesota Franchise Act, regardless of what the standard franchise agreement might otherwise stipulate. This is particularly important because franchise agreements often include clauses that could potentially limit a franchisee's legal recourse, such as mandatory arbitration or choice of law provisions favoring the franchisor. By explicitly stating that Minnesota law takes precedence, Mrcool acknowledges the state's commitment to protecting franchisees.
For a prospective Mrcool franchisee in Minnesota, this amendment offers a degree of assurance that their rights under state law will be upheld. It is crucial for franchisees to understand both the standard terms of the franchise agreement and any state-specific amendments that may apply to them. Consulting with an attorney experienced in franchise law is advisable to fully grasp the implications of these provisions and how they interact with Minnesota's franchise regulations. This ensures that franchisees are aware of their rights and can effectively protect their interests throughout the franchise relationship.