For Boulder Designs franchisees in Indiana, is the choice of Texas law subject to any superseding provisions?
Boulder_Designs Franchise · 2025 FDDAnswer from 2025 FDD Document
Item 17 is supplemented by adding the following language to the end of the "Summary" section of Item 17(w) (Choice of law): The choice of Texas law shall be subject to the superseding provisions in Indiana's Franchise Acts, IC 23-2-2.5 and 2.7.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 38–44)
What This Means (2025 FDD)
According to Boulder Designs' 2025 Franchise Disclosure Document, the franchise agreement stipulates that Texas law governs the agreement. However, for franchisees in Indiana, this choice of law is subject to certain superseding provisions. Specifically, the Indiana Deceptive Franchise Practices Act takes precedence, meaning that Indiana law will govern any cause of action arising under the Indiana Franchise Disclosure Law or the Indiana Deceptive Franchise Practices Act.
This means that while the franchise agreement generally operates under Texas law, certain aspects are specifically governed by Indiana law to protect franchisees within the state. This is a fairly common practice in franchising, as state laws often aim to provide additional protections to franchisees beyond what the standard franchise agreement might offer.
For a prospective Boulder Designs franchisee in Indiana, this is a beneficial provision. It ensures that certain legal matters will be handled under Indiana law, which may offer more favorable terms or protections compared to Texas law. It is important for potential franchisees to understand which specific aspects of the agreement are governed by Indiana law and to consult with an attorney to fully understand their rights and obligations under both state and federal laws.