Which state's law governs the Ledgers Franchise Agreement?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
ndividually and you will not join such claim with claims of any other person or entity or bring, join or participate in a class action against us.
E. Compensatory Damages.
As to any Claims, you and we will waive our rights, if any, to seek or recover punitive damages.
F. Waiver of Bond.
If we are forced to bring suit to enforce any provision of this Agreement, you will waive any requirement that we post bond to obtain a temporary, preliminary, or permanent injunction to enforce these duties.
9.6. Governing Law
This Agreement is effective upon its acceptance in Virginia by our authorized officer. Except as to Claims governed by federal law, Virginia law governs all Claims that in any way relate to or arise out of this Agreement or any of the dealings of the Parties.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to Ledgers's 2025 Franchise Disclosure Document, the Franchise Agreement is governed by Virginia law, except for claims governed by federal law. Specifically, the document states that the agreement is effective upon its acceptance in Virginia by an authorized officer of Ledgers.
However, this is subject to certain exceptions. For franchisees operating in Illinois, Illinois law governs the Franchise Agreement, regardless of what the agreement itself states. Similarly, for agreements executed in and operative within the state of Indiana, Indiana franchise laws supersede the choice of law clauses in the Franchise Agreement.
This means that while Virginia law generally applies, franchisees should be aware of potential conflicts with state-specific laws, especially in Illinois and Indiana, which could override the standard terms. Prospective franchisees should consult with a legal professional to understand how these state laws may affect their rights and obligations under the Ledgers Franchise Agreement.