Which state's conflict of law principles are excluded from governing adversarial proceedings between parties in the Better Blend MUDA?

According to the 2024 Better Blend FDD, the laws of the State of Ohio govern all adversarial proceedings between the parties to the Multi-Unit Development Agreement (MUDA). However, this is specified "without giving effect to its principles of conflicts of law." This means that while Ohio law generally applies, the specific rules Ohio has in place to determine which state's laws should govern when there is a conflict between states will not be considered.

In practical terms, this clause aims to provide a more straightforward application of Ohio law, preventing arguments that another state's laws should take precedence based on conflict of law principles. This could benefit Better Blend by creating more predictability and consistency in legal disputes arising from the MUDA.

For a prospective franchisee, this means that disputes will likely be resolved under Ohio law, regardless of where the franchisee is located. However, it is important to note that the FDD also states that any Ohio law for the protection of franchisees or business opportunity purchasers will not apply unless its jurisdictional requirements are met independently. Franchisees should consult with a legal professional to understand the full implications of these provisions and how they might affect their specific circumstances.