What state's laws govern the All Team franchise agreement?
All_Team Franchise · 2025 FDDAnswer from 2025 FDD Document
all be deemed and construed to include any other number, singular or plural, and any other gender, masculine, feminine, or neuter, as the context or sense of the Agreement or any section, paragraph, or clause herein may require, as if such words had been fully and properly written in the appropriate number and gender.
- H. Governing Law and Jurisdiction. Except to the extent that this Agreement or any particular dispute is governed by the U.S. Trademark Act of 1946 (Lanham Act, 115 U.S.C. 1051), this Agreement will be governed, to the extent permissible, by the laws of the State of Florida, without regard to the laws of conflict. However, any law regulating the offer or sale of franchises, business opportunities or similar interests or governing the relationship between a franchisor and a franchisee or any similar relationship (including the Florida Sales of Business Opportunities Act and the Florida Deceptive and Unfair Trade Practices Act), will not apply unless its jurisdictional requirements are met independently without reference to this Section XIX.H.
Source: Item 22 — CONTRACTS (FDD pages 33–34)
What This Means (2025 FDD)
According to All Team's 2025 Franchise Disclosure Document, the franchise agreement is generally governed by Florida law. Specifically, Item 22.H states that the laws of Florida govern the agreement, without regard to its conflict of laws rules, except to the extent that the agreement or a particular dispute is governed by the U.S. Trademark Act of 1946. However, this is subject to certain exceptions and addenda for franchisees located in specific states.
For franchisees in New York, Virginia, Illinois, and Minnesota, the franchise agreement is subject to specific state law addenda. These addenda stipulate that certain provisions of the franchise laws of those states will apply to any franchise or franchisee located in those states, and these provisions will control to the extent of any inconsistency with the general terms of the franchise agreement. For example, the Illinois State Law Addendum explicitly states that Illinois law governs the Franchise Agreement.
Furthermore, if any provision of the agreement is unenforceable under Florida law but enforceable under the laws of the state where the All Team agency is located (outside of Florida), then that specific provision will be interpreted under the laws of the agency's state. This ensures that franchisees are not unduly disadvantaged by provisions that might be invalid in Florida but valid and protective in their own state. All Team retains the right to contest the validity or applicability of any such laws or regulations.