Which sections of the Carvel Franchise Agreement govern the choice of law for the Personal Covenants?

According to Carvel's 2025 Franchise Disclosure Document, the choice of law provisions governing the Personal Covenants are detailed in Sections 15.6 (Modifications) and 22.5 (Applicable Law) of the Franchise Agreement. This means that any legal interpretations or disputes related to the Personal Covenants will be subject to the laws specified in those sections of the Franchise Agreement.

For a prospective Carvel franchisee, understanding these sections is crucial because they determine which state's laws will be used to interpret the Personal Covenants. This can significantly impact the franchisee's rights and obligations, especially in cases of disputes or disagreements with Carvel. Franchisees should carefully review these sections with legal counsel to understand the implications of the chosen jurisdiction.

It is also important to note that addenda to the disclosure document for certain states, such as North Dakota and New York, may modify or supersede the standard choice of law provisions. These addenda often aim to protect franchisees' rights under state-specific franchise laws, ensuring that franchisees do not waive any rights conferred by those laws. Therefore, franchisees should pay close attention to any state-specific addenda included in their Franchise Agreement to understand how they might affect the governing law.