For All County franchises, is the choice of law provision subject to applicable state law?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
| SECTION IN | ||
|---|---|---|
| FRANCHISE | ||
| PROVISION | AGREEMENT | SUMMARY |
| t. Integration/merger clause | 25.18 | Only the terms of the Franchise Agreement are |
| binding (subject to applicable state law). Any | ||
| representations or promises made outside the | ||
| Disclosure Document and Franchise | ||
| Agreement may not be enforceable. | ||
| u. Dispute resolution by arbitration or mediation | 25.12 | All disputes resolved by mediation or arbitration except for actions for declaratory or equitable relief, actions in ejectment or for possession of any interest in real or personal property, or actions which by applicable law can’t be arbitrated. This provision is subject to applicable state law. |
| v. Choice of forum | 25.14 | Applicable law is that of the State of Florida, |
| unless superseded by state law. State specific | ||
| appendices are attached to the Franchise | ||
| Agreement, and state specific addendums to | ||
| the Disclosure Document are attached as | ||
| Exhibit “D”. This provision is subject to | ||
| APPLICABLE state law. | ||
| w. Choice of law | 25.13 | Florida, except for arbitration which is |
| covered by the Federal Arbitration Act. State | ||
| specific appendices are attached to the | ||
| Franchise Agreement and state specific | ||
| addendums to the Disclosure Document are | ||
| attached as Exhibit “D”. This provision is | ||
| subject to APPLICABLE state law. |
Source: Item 19 — Financial Performance Representations (FDD pages 34–38)
What This Means (2025 FDD)
According to All County's 2025 Franchise Disclosure Document, the choice of law provision in the franchise agreement is subject to applicable state law. Specifically, while the agreement stipulates that Florida law governs, this is superseded by state law where applicable. State-specific appendices are attached to the Franchise Agreement, and state-specific addendums to the Disclosure Document are included as Exhibit “D”.
This means that certain aspects of the franchise agreement may be interpreted and enforced according to the laws of the state in which the franchisee operates, rather than solely under Florida law. This is a common practice in franchising to ensure compliance with varying state regulations that may affect the franchise relationship.
For a prospective All County franchisee, this is an important consideration. It means that the franchisee should carefully review both the franchise agreement and any state-specific addenda to understand how their local laws might impact their rights and obligations. Consulting with an attorney familiar with franchise law in their state is advisable to fully understand the implications of this provision.