In Carroll v. Farooqi, 2013 U.S. Dist. LEXIS 22329 (N.D. Tex. Feb. 19, 2013), the United States District Court for the Northern District of Texas affirmed a U.S. Bankruptcy Court’s holding that an individual had standing to pursue an action against a franchisor under the Texas Deceptive Trade Practices Act (DTPA). The case involved an unsuccessful sale of a Salad Bowl franchise. The CEO of the fast causal franchise company (who was also its president, chairman, and CFO) contacted a potential buyer of a franchise. The buyer signed a thirty-day option contract and paid $25,000 to the CEO for the franchise fee. Unfortunately, the buyer was unable to line up financing and demanded that the CEO refund his initial franchise fee. After the CEO filed an individual Chapter 13 bankruptcy case, the buyer initiated an adversary proceeding—a lawsuit in the bankruptcy case—against him. Among other things, the bankruptcy court held that the CEO had violated the DTPA, awarded the buyer a judgment for $88,000, and found that the debt was non-dischargeable in bankruptcy.
On appeal to the district court, the CEO did not challenge the bankruptcy court’s decision that he violated the DTPA, but did appeal the finding that the buyer had standing to maintain an action under the statute. Specifically, the CEO argued that the buyer was not a “consumer” under the DTPA because he entered into an “option contract,” which was neither a “good” nor a “service” under the Texas statute. The district court rejected that argument, holding that “a franchise may be a good or service under the DTPA.” Moreover, in determining whether a party was a “consumer” for purposes of the DTPA, Texas law directed courts to examine a party’s “central objective” in the transaction. Since the district court found that the buyer’s “purpose in the entire transaction was to purchase a Salad Bowl franchise, not an Option Agreement,” it concluded that the buyer had standing to bring a DTPA claim against the CEO.
- Partner
Maisa Frank represents clients in a variety of litigation matters. Whether conducting pre-dispute investigations, navigating litigation, or negotiating resolutions, Maisa’s advice and strategy is vital to clients facing ...
The information contained in this post is provided to alert you to legal developments and should not be considered legal advice. It is not intended to and does not create an attorney-client relationship. Specific questions about how this information affects your particular situation should be addressed to one of the individuals listed. No representations or warranties are made with respect to this information, including, without limitation, as to its completeness, timeliness, or accuracy, and Lathrop GPM shall not be liable for any decision made in connection with the information. The choice of a lawyer is an important decision and should not be based solely on advertisements.
About this Publication
The Franchise Memorandum is a collection of postings on summaries of recent legal developments of interest to franchisors brought to you by Lathrop GPM LLP.
To subscribe to monthly emails for The Franchise Memorandum, please click here.