Under what state's laws is the Aunt Millies Bakeries agreement governed?
Aunt_Millies_Bakeries Franchise · 2025 FDDAnswer from 2025 FDD Document
- §12.8 CONTROLLING LAW: The validity, interpretation and performance of this Agreement shall be controlled by and construed in accordance with the laws of the State of Indiana, without regard to its choice of law provisions. Provided, however, neither the Indiana Franchise Law, Ind. Code Ann.§§ 23-2-2.5-1 to 23-2-2.5-51, nor the Indiana Deceptive Franchise Practices Act, Ind. Code Ann. §§ 23-2-2.7-1 to 23- 2-2.7-7 shall apply to any matter arising under or related to this Agreement unless the jurisdictional prerequisite for application of such law is met independently of this Section 2.8.
Source: Item 23 — RECEIPT (FDD pages 44–196)
What This Means (2025 FDD)
According to the 2025 FDD, the Aunt Millie's Bakeries agreement is governed by the laws of Indiana. Specifically, the agreement's construction and interpretation will adhere to Indiana law, regardless of its choice of law provisions. This means that if there are any legal disputes or questions about the agreement, Indiana law will be used to resolve them.
However, there are exceptions. The Indiana Franchise Law and the Indiana Deceptive Franchise Practices Act will not apply unless the jurisdictional requirements for those laws are met independently of this specific clause. This suggests that while Indiana law generally governs the agreement, certain franchise-specific laws might not apply unless other conditions are satisfied.
This clause ensures that the agreement has a consistent legal framework, which can provide predictability for both Aunt Millie's Bakeries and the distributor. However, the exception regarding franchise-specific laws means that franchisees should be aware of the conditions under which those laws would apply, as they could provide additional protections or obligations.