In the Stretch Zone franchise agreement, how will the provisions of the agreement be construed if there is a dispute?
Stretch_Zone Franchise · 2025 FDDAnswer from 2025 FDD Document
on in this Agreement constitutes a waiver of any later breach.
- (c) No Other Agreements. There are no verbal understandings between the parties. All conditions of the relationship between the parties are set forth in this Agreement, the Bylaws and the Franchise Agreement.
- (d) Governing Law. This Agreement is governed by, and construed in accordance with, the laws of the state in which the DMA is located, which law shall govern upon a conflict of laws.
- (e) Unenforceability. The invalidity or unenforceability of any particular provision of this Agreement does not affect the other provisions. This Agreement will be construed in all respects as if the invalid or unenforceable provisions were omitted.
Source: Item 3 — Franchisee/Debtor's Warranties. (FDD pages 263–364)
What This Means (2025 FDD)
According to the 2025 Stretch Zone Franchise Disclosure Document, the franchise agreement is governed by the laws of the state in which the Designated Market Area (DMA) is located. This means that if there is a conflict of laws, the law of the state where the DMA is located will take precedence in interpreting the agreement.
Additionally, if any particular provision of the agreement is found to be invalid or unenforceable, it will not affect the validity of the remaining provisions. The agreement will be interpreted as if the invalid or unenforceable provisions were omitted. This ensures that as much of the original agreement as possible remains in effect.
Furthermore, the dispute resolution provisions outlined in Article 17 of the Franchise Agreement are incorporated by reference into the security agreement, making them an integral part of that agreement as well. In case of a conflict between the security agreement and the franchise agreement, the terms of the franchise agreement will take precedence. This hierarchy ensures consistency and clarity in resolving disputes.
These stipulations are typical in franchise agreements, aiming to provide a clear legal framework while protecting the overall integrity and enforceability of the contract. Prospective Stretch Zone franchisees should be aware of these provisions, as they dictate how disputes will be handled and which laws will govern the interpretation of the agreement.