Under what condition will a state law regulating the offer or sale of franchises or governing the relationship of a franchisor and its franchisee apply to the Cicis franchise agreement?

According to Cicis's 2025 Franchise Disclosure Document, the franchise agreement is generally governed by Texas law, without regard to its conflict of laws rules. However, a state law regulating the offer or sale of franchises or governing the relationship between a franchisor and its franchisee will apply if its jurisdictional requirements are met independently, without relying on the specific section of the Cicis franchise agreement that addresses governing law.

In simpler terms, if a state's franchise laws have their own requirements for applying to a franchise agreement, those requirements must be satisfied on their own, separate from anything stated in the Cicis agreement about which state's laws govern. This means that Cicis cannot use the clause specifying Texas law to avoid complying with another state's franchise regulations if those regulations independently apply based on the franchisee's location or other factors.

For a prospective Cicis franchisee, this is important because it means that state franchise laws in their location could still apply, even though the agreement generally defaults to Texas law. Franchisees should be aware of the franchise laws in their own state and how they might affect their relationship with Cicis. It would be prudent for a potential franchisee to consult with a legal professional to understand the specific implications of this clause in their particular circumstances, considering the state where they plan to operate their Cicis restaurant.