Which state's laws govern the Learningrx agreement?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
SCONSIN | Wisconsin Dept. of Financial Institutions Division of Securities 345 W. Washington Avenue, 4th Floor Madison, WI 53703 608-266-8557 | Wisconsin Commissioner of Securities Same Address |
MULTI STATE ADDENDUM EXHIBIT E
EXHIBIT E LEARNINGRX FRANCHISE CORPORATION
MULTI STATE ADDENDUM
The following modifications are to the LearningRx Franchise Corporation Franchise Disclosure Document and may supersede, to the extent then required by valid applicable state law, certain portions of the Franchise Agreement and Area Development Agreement.
CALIFORNIA
-
- The California Franchise Investment Law requires a copy of all proposed agreements relating to the sale of the franchise be delivered together with the Disclosure Document.
-
- Neither the franchisor, nor any person or franchise broker in Item 2 of the FDD is subject to any currently effective order of any national securities association or national securities exchange, as defined in the Securities Exchange Act of 1934, 15 U.S.C.A. 78a et seq., suspending or expelling such persons from membership in such association or exchange.
-
- California Business and Professions Code sections 20000 through 20043 provide rights to the franchisee concerning termination, transfer or non-renewal of a franchise. If the franchise agreement contains a provision that is inconsistent with the law, the law will control.
-
- The franchise agreement provides for termination upon bankruptcy. This provision may not be enforceable under federal bankruptcy law. (11 U.S.C.A. Sec. 101 et seq.)
-
- The franchise agreement contains a covenant not to compete which extends beyond the termination of the franchise. This provision may not be enforceable under California law.
-
- The franchise agreement contains a liquidated damages clause.
Source: Item 23 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
Based on the 2025 Learningrx Franchise Disclosure Document, the franchise agreement's governing law can be influenced by state-specific addenda. For franchisees in California, the California Franchise Investment Law and Business and Professions Code provide rights concerning termination, transfer, or non-renewal, and the law will control if the franchise agreement is inconsistent. Additionally, certain provisions like those regarding non-compete covenants and liquidated damages may not be enforceable under California law.
For franchisees in Rhode Island, the Rhode Island Franchise Investment Act voids any provision restricting jurisdiction or venue to a forum outside the state or requiring the application of another state's laws. Similarly, in Virginia, the Virginia Retail Franchising Act places restrictions on franchise cancellation and undue influence by the franchisor.
In Minnesota, the franchisor must comply with Minnesota Statutes regarding termination and non-renewal notices, and the franchise agreement cannot reduce any rights provided under Minnesota Statutes. Wisconsin's Fair Dealership Law also supersedes any conflicting provision in the franchise agreement. These addenda ensure that franchisees' rights are protected under their respective state laws, regardless of what the standard franchise agreement stipulates.