Editor's note
For importers and fabricators, this ruling reinforces that standard wholesale purchase agreements for finished quartz slabs are distinct from franchise relationships. It reduces legal ambiguity for manufacturers distributing through independent installers, potentially encouraging clearer, transaction-based supply contracts. Buyers should note that termination of a wholesale supply agreement typically does not carry the same protections as a franchise termination, emphasizing the importance of contract terms over statutory claims.
The Minnesota Supreme Court affirmed a ruling in favor of quartz countertop manufacturer Cambria Company LLC, determining that its business relationship with installer M&M Creative Laminants did not constitute a franchise under the Minnesota Franchise Act. The court held that payments made by M&M for fabricated quartz products at a bona fide wholesale price, which included fabrication services, fell under the Act's 'wholesale-goods exception' and were not a 'franchise fee.' The decision, issued on September 11, 2024, clarifies that such standard wholesale transactions for finished goods do not trigger franchise protections, even when the buyer is an out-of-state company engaged in long-term business with a Minnesota-based manufacturer.
On September 11, 2024, the Minnesota Supreme Court ruled in favor of quartz slab manufacturer Cambria Company LLC in a dispute with countertop installer M&M Creative Laminants. The court affirmed that the parties' business relationship, active from 2008 to 2016, was not a franchise under the Minnesota Franchise Act (MFA).
The key finding was that M&M's payments to Cambria for fabricated quartz countertops constituted purchases at a 'bona fide wholesale price,' which is explicitly exempt from the definition of a franchise fee. The court rejected M&M's claim that the termination of their supply relationship violated the MFA.
It also clarified that the MFA's protections are not categorically unavailable to out-of-state companies, as M&M had conducted continuous business with the Minnesota-based Cambria for eight years, including sending personnel for training.
The ruling centered on the statutory 'wholesale-goods exception,' noting M&M's business model involved purchasing finished slabs and reselling them at a markup.
Related sales path
Sources
Source article: Antitrust Law Daily Wrap Up , FRANCHISING & DISTRIBUTION—Minn. Sup. Ct.: Countertop installer did not pay manufacturer valid ‘franchise fee’ under Minnesota Act , (Sep 12, 2024) | Source publish time: Sep 12, 2024 | Source language: en
Ready to move faster?
Share the material family, size, finish, quantity, and destination market to move this conversation into a quote-ready export discussion.