What state's laws govern the Note for Sonesta Select Sonesta Essential?
Sonesta_Select_Sonesta_Essential Franchise · 2025 FDDAnswer from 2025 FDD Document
This Note is being delivered in, is intended to be performed in, shall be construed and interpreted in accordance with, and be governed by the internal laws of, the Commonwealth of Massachusetts, without regard to principles of conflict of laws.
Any legal action necessary to enforce the terms of this Note may be brought by the Holder in the Commonwealth of Massachusetts and the Maker hereby submits to the jurisdiction of any federal or state court in the Commonwealth of Massachusetts.
Source: Item 23 — RECEIPTS (FDD pages 84–261)
What This Means (2025 FDD)
According to the 2025 Franchise Disclosure Document, the Note for Sonesta Select Sonesta Essential is governed by the laws of the Commonwealth of Massachusetts. Specifically, the Note is delivered in Massachusetts, is intended to be performed there, and will be construed and interpreted in accordance with the internal laws of Massachusetts, without regard to its principles of conflict of laws.
This means that any legal disputes related to the Note will be subject to Massachusetts law. Furthermore, any legal action to enforce the terms of the Note may be brought by the Holder (the lender or assignee) in the Commonwealth of Massachusetts, and the Maker (the borrower) submits to the jurisdiction of federal or state courts within Massachusetts.
This clause is important for prospective franchisees to understand, as it dictates the legal framework and venue for any disputes arising from the Note. Franchisees should be aware that they may need to engage legal counsel familiar with Massachusetts law if issues arise related to the Note.