Under what state's laws will the Aerus software license be governed and construed?

According to Aerus's 2025 Franchise Disclosure Document, the software license will be governed by and construed under the laws of Texas, except for Texas choice of law rules. This means that any legal disputes related to the software license agreement will be interpreted and resolved according to Texas law, but excluding the specific provisions that Texas uses to determine which state's laws should apply.

For a prospective Aerus franchisee, this clause is important because it establishes the legal framework for the software license. If any disputes arise concerning the software, its use, or the terms of the license, the laws of Texas will be used to interpret the agreement. However, the exception for Texas choice of law rules means that in some situations, a court might apply the laws of a different state if Texas choice of law rules would normally require that.

This is a fairly standard practice in franchising, where franchisors often choose the laws of their home state to govern agreements. This provides consistency for the franchisor and can simplify legal proceedings. However, franchisees should be aware that they may be subject to laws that are different from those in their own state of residence or where their franchise is located. Franchisees should consult with a legal professional to understand the implications of this clause and how it might affect their rights and obligations under the franchise agreement and software license.