Is the choice of law provision in the Engel & Volkers Franchise Agreement subject to state law?

According to Engel & Volkers's 2025 Franchise Disclosure Document, the choice of law provision in the franchise agreement may be subject to state law. Specifically, the FDD indicates that New York law generally applies to the agreement. However, for sales of goods and services by E&V Residential or its affiliates based in Germany, German law applies.

For a prospective franchisee, this means that while the franchise agreement is generally governed by New York law, there could be instances where German law applies, particularly concerning transactions involving Engel & Volkers's German affiliates. The statement that "This provision may be subject to state law" suggests that certain state laws could override or modify the application of New York or German law as specified in the agreement.

It is important for a potential Engel & Volkers franchisee to consult with a legal professional to understand the implications of these choice of law provisions and how they might be affected by the laws of the franchisee's specific state. This is especially crucial considering that franchise laws vary significantly from state to state, and some states may have specific protections for franchisees that could supersede the contractual choice of law.