Which state's laws apply to any disputes arising with respect to the C12 Group Agreement?
C12_Group Franchise · 2025 FDDAnswer from 2025 FDD Document
In any and all disputes arising with respect to the Agreement, if the laws of any state are to be applied thereto such laws shall be exclusively the laws of the State of Texas, without giving effect to provisions or procedures regarding conflicts of laws. Further, in the event that any dispute arising with respect to this Agreement is to be litigated, all parties hereby consent to the exclusive jurisdiction of the state court of Texas sitting in Bexar County, Texas.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to the 2025 C12 Group Franchise Disclosure Document, the laws of Texas govern disputes related to the franchise agreement. Specifically, the FDD states that the laws of Texas will be applied exclusively, without regard to any conflict of laws provisions. Furthermore, any litigation must occur in the state court of Texas, specifically in Bexar County, Texas.
However, the FDD also includes addenda for certain states that may supersede this clause. For example, the North Dakota addendum states that the agreement shall be governed according to the laws of the State of North Dakota or a non-specified State agreed to by all parties. The Washington addendum indicates that the provisions of the Washington Franchise Investment Protection Act will prevail in the event of a conflict of laws.
Prospective franchisees should carefully review the addendum specific to their state to understand how these clauses may modify the governing law and dispute resolution provisions of the franchise agreement. It is important to note that these state-specific addenda are designed to protect franchisees' rights under local franchise laws, which may differ significantly from Texas law.