Vess v. Fred Astaire Dance Studios Corp.

BROWN, Circuit Judge.

The principal question, in this diversity action, is whether Vess (and his partner) as Licensee of Astaire under a five-year exclusive “License and Franchise Agreement” was required to pay, as a weekly minimum guarantee, $75.00 under the original contract1 and $50.00 under the settlement modification,2 or whether, as Vess claims, the franchise fee was determinable solely by the stated percentage (12%% at first, 10% later) of the gross income with the weekly fixed payment being in the nature of an advance against which credit or refunds would be owing Vess in any week in…