Which state's law governs the Eos Worldwide Franchise Agreement?
Eos_Worldwide Franchise · 2025 FDDAnswer from 2025 FDD Document
any provision in the Franchise Agreement which restricts either party from enforcing its rights under this Agreement by the usual proceedings in ordinary tribunals is void.
In all other respects, the Franchise Agreement will be construed and enforced with its terms.
FOR THE STATE OF ILLINOIS
In recognition of the requirements of the Illinois Franchise Disclosure Act, the Franchise Agreement for EOS Worldwide Franchising, LLC is amended as follows:
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- General Release. No general release shall be required as a condition of renewal, transfer or termination that is intended to require Franchisee to waive compliance with the Illinois Franchise Disclosure Act, 815 ILCS 705.
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- Governing Law. Section 20.1 of the Franchise Agreement is amended to provide that any provision that designates governing law to be other than Illinois is void under the Illinois Franchise Disclosure Act of 1987.
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- Jurisdiction and Venue. In conformance with Section 4 of the Illinois Franchise Disclosure Act, any provision in the Franchise agreement that designates jurisdiction and venue in a forum outside of the State of Illinois is void. However, the Franchise Agreement may provide for arbitration or mediation to take place outside of Illinois.
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- Termination and Non-Renewal. The conditions under which the Franchise Agreement can be terminated and Franchisee's rights upon termination or non-renewal, as well as the application by which Franchisee must bring any claims, may be governed by the Illinois Franchise Disclosure Act, 815 ILCS 705/19 and 705/20.
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- No Limitations on Rights. In conformance with Section 41 of the Illinois Franchise Disclosure Act, any condition, stipulation or provision purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise Disclosure Act or any other law of Illinois is void. This Section shall not prevent any person from entering into a settlement agreement or executing a general release regarding a potential or actual lawsuit filed under any of the provisions of the Illinois Franchise Disclosure Act, nor shall it prevent the arbitration of any claim pursuant to the provisions of Title 9 of the United States Code.
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- Limitations of Claims.
Source: Item 22 — CONTRACTS (FDD page 74)
What This Means (2025 FDD)
According to the 2025 Eos Worldwide Franchise Disclosure Document, the Franchise Agreement specifies that it will be governed by the laws of the State of Delaware. However, this is subject to certain exceptions and amendments based on the franchisee's location. For franchisees in Illinois, any provision designating governing law outside of Illinois is void under the Illinois Franchise Disclosure Act of 1987. Similarly, for franchisees in Indiana, the laws of Indiana supersede any conflicting provisions of the Franchise Agreement or Delaware law, and the Franchise Agreement will be governed by Indiana law. In Maryland, the laws of Maryland will prevail to the extent required by the Maryland Franchise Registration and Disclosure Law, in the event of a conflict of laws. For franchisees in Rhode Island, the laws of Rhode Island supersede any provisions of the Franchise Agreement with respect to a claim otherwise enforceable under The Rhode Island Franchise Investment Act. Finally, for franchisees in Puerto Rico, restricting the application of the laws of another state is void with respect to a claim otherwise enforceable under Law 75.