Which state's law does the Kidokinetics Franchise Agreement require to be applied?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
Indiana law applies to disputes covered by Indiana franchise laws; otherwise Franchisor's Choice of Law State law applies.
Despite anything to the contrary in the Franchise Agreement, the following provisions will supersede and apply to all Franchises offered and sold in the State of Indiana:
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- The laws of the State of Indiana supersede any provisions of the FDD, the Franchise Agreement, or Franchisor's Choice of Law State law, if such provisions are in conflict with Indiana law.
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- The prohibition by Indiana Code 23-2-2.7-1(7) against unilateral termination of the Franchise without good cause or in bad faith, good cause being defined under law as including any material breach of the Franchise Agreement, will supersede the provisions of the Franchise Agreement relating to termination for cause, to the extent those provisions may be inconsistent with such prohibition.
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- Any provision in the Franchise Agreement that would require you to prospectively assent to a release, assignment, novation, waiver or estoppel which purports to relieve any person from liability imposed by the Indiana Deceptive Franchise Practices Law is void to the extent that such provision violates such law.
Source: Item 23 — RECEIPT (FDD pages 59–205)
What This Means (2024 FDD)
According to the 2024 Kidokinetics Franchise Disclosure Document, the choice of law for the franchise agreement depends on the specific situation and the state in which the franchise is located. Generally, the Franchise Agreement defaults to the Franchisor's Choice of Law State. However, Indiana law takes precedence for disputes covered by Indiana franchise laws.
For franchises operating in Indiana, the laws of Indiana will supersede any conflicting provisions in the FDD, the Franchise Agreement, or the Franchisor's Choice of Law State law. This includes the prohibition against unilateral termination of the franchise without good cause or in bad faith, as defined by Indiana law. Additionally, any provision requiring a prospective release of liability imposed by the Indiana Deceptive Franchise Practices Law is void.
For franchisees in Rhode Island, the Rhode Island Franchise Investment Act voids any provision in the franchise agreement that restricts jurisdiction or venue to a forum outside of Rhode Island or requires the application of another state's laws for claims enforceable under the Act. The FDD, Franchise Agreement, and Supplemental Agreements are amended accordingly to the extent required by law. Therefore, prospective franchisees should be aware that the governing law may vary based on their location and the specifics of state franchise laws.