What state's laws govern the 360 Painting Franchise Agreement?
360_Painting Franchise · 2025 FDDAnswer from 2025 FDD Document
The Indiana Deceptive Franchise Practices Law (Indiana Code 23-2-2.7) contains certain laws governing the relationship between a Franchisor and Franchisee. Certain of these laws conflict with provisions contained in our customary Franchise Agreement and related documents. Set forth below is an overview of certain disclosures contained in the attached Franchise Disclosure Document which are amended by virtue of the Indiana law.
-
- The Franchise Agreement and related documents by and between us and you, as an Indiana franchisee, will be governed by Indiana law and not the law of the Commonwealth of Virginia.
-
- You, as an Indiana franchisee, have the right to litigate in Indiana and are not restricted to the requirements in the Franchise Agreement to sue only in Albemarle Virginia.
-
- The covenants of non-competition with respect to you, as an Indiana franchisee, will be limited to an area equal to the protected area granted to you and other Franchisees.
-
- Indiana law prohibits a prospective general release of claims subject to the Indiana Deceptive Franchise Practices Law.
-
- The reservation of rights to any specified remedy or limitation of remedies available to you, as an Indiana franchise, contained in Sections 19.1 and 27.4 of the Franchise Agreement is subject to the provisions of the Indiana Deceptive Franchise Practices Law [IC 23-2-2.7-1(10)].
-
- The Sections in the Franchise Agreement that relate to termination, non-renewal, governing law, venue for litigation, modification, covenants not to compete and any limitations period for bringing claims are only applicable to the extent they are not inconsistent with or prohibited by Indiana law. Indiana law will control to the extent of any inconsistency or prohibition.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 42–46)
What This Means (2025 FDD)
According to the 2025 FDD, the 360 Painting Franchise Agreement is generally governed by the laws of the Commonwealth of Virginia. However, this is subject to certain exceptions and state-specific addenda. For franchisees in Indiana, the Franchise Agreement is governed by Indiana law, allowing them to litigate in Indiana rather than Albemarle, Virginia. Similarly, for franchisees in Minnesota, the Minnesota Franchise Act applies, ensuring certain rights and protections under Minnesota law.
For New York franchisees, an amendment to the 360 Painting Franchise Agreement ensures that the provisions of the New York General Business Law, Article 33, are upheld, and no terms of the agreement waive any duties or liabilities imposed by this law. This amendment is effective only to the extent that the jurisdictional requirements of the New York General Business Law are met independently.
These state-specific addenda and amendments highlight that the governing law can vary depending on the franchisee's location, with state laws taking precedence over certain provisions of the standard Franchise Agreement to protect franchisee rights and ensure compliance with local regulations. Prospective franchisees should carefully review any state-specific addenda applicable to their location and consult with legal counsel to understand their rights and obligations under the Franchise Agreement and relevant state laws.