reglab/statecodes huggingface dataset:
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter E. Business Opportunity Contract › Section 51.201. Form of Business Opportunity Contract

Sec. 51.201.  FORM OF BUSINESS OPPORTUNITY CONTRACT.  A business opportunity contract must be in writing and include, in 10-point type or in handwriting of an equivalent size, the following:
(1)  the terms of payment, including the initial consideration, down payment, and additional payments required;
(2)  a detailed description of the acts or services the seller undertakes to perform for the purchaser;
(3)  the seller's principal business address;
(4)  the name and address of the seller's agent in this state authorized to receive service of process;
(5)  the delivery date or, if the contract provides for staggered delivery times to the purchaser, the approximate delivery date of the products, equipment, or supplies the seller is to:
(A)  deliver to the purchaser's home or business address; or
(B)  place at a location owned or managed by a person other than the purchaser; and
(6)  a complete description of the nature of the buy-back or security arrangement if the seller has represented orally or in writing when selling, leasing, soliciting, or offering a business opportunity that there is a buy-back or that the initial consideration is secured.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter E. Business Opportunity Contract › Section 51.202. Delivery of Copies of Documents to Purchaser

Sec. 51.202.  DELIVERY OF COPIES OF DOCUMENTS TO PURCHASER.  A copy of the completed business opportunity contract and any other document the seller requires the purchaser to sign shall be given to the purchaser at the time the purchaser signs the contract.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter E. Business Opportunity Contract › Section 51.203. Effect of Assignment of Business Opportunity Contract

Sec. 51.203.  EFFECT OF ASSIGNMENT OF BUSINESS OPPORTUNITY CONTRACT.  An assignee of a business opportunity contract or of the seller's rights under the contract is subject to all equities, rights, and defenses of the purchaser against the seller.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter F. Termination of Business Opportunity Registration › Section 51.251. Voluntary Termination of Business Opportunity Registration

Sec. 51.251.  VOLUNTARY TERMINATION OF BUSINESS OPPORTUNITY REGISTRATION.  The principal seller of a registered business opportunity may voluntarily terminate the business opportunity's registration with the secretary of state if:
(1)  the registered business opportunity will no longer be offered in this state;
(2)  the registered business opportunity has changed to the extent that it no longer meets the definition of a business opportunity under Section 51.003(a);
(3)  the registered business opportunity has become exempt under Section 51.003(b); or
(4)  the principal seller offering the registered business opportunity ceases to exist as a legal entity.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter F. Termination of Business Opportunity Registration › Section 51.252. Involuntary Termination of Business Opportunity Registration

Sec. 51.252.  INVOLUNTARY TERMINATION OF BUSINESS OPPORTUNITY REGISTRATION.  (a)  The secretary of state may terminate the registration of a business opportunity registered under Section 51.051 if the seller does not comply with Section 51.052.
(b)  The secretary of state must give the business opportunity registrant notice of the delinquency not later than the 31st day before the date of termination of the business opportunity registration under Subsection (a).
(c)  The notice of delinquency must be given by certified mail addressed to the registered agent or the principal place of business of the business opportunity registrant noted in the latest filing made under this chapter.
(d)  The secretary of state may adopt rules governing:
(1)  the termination of a delinquent registration;
(2)  the effective date of the termination; and
(3)  the grace period, if any.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter G. Enforcement › Section 51.301. Prohibited Acts

Sec. 51.301.  PROHIBITED ACTS.  A seller may not:
(1)  employ a representation, device, scheme, or artifice to deceive a purchaser;
(2)  make an untrue statement of a material fact or omit to state a material fact in connection with the documents and information required to be provided to the secretary of state or purchaser;
(3)  represent that the business opportunity provides or will provide income or earning potential unless the seller:
(A)  has documented data to substantiate the representation of income or earning potential; and
(B)  discloses the data to the purchaser when the representation is made; or
(4)  make a claim or representation that is inconsistent with the information required to be disclosed by this chapter in:
(A)  advertising or other promotional material; or
(B)  an oral sales presentation, solicitation, or discussion between the seller and the purchaser.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter G. Enforcement › Section 51.302. Deceptive Trade Practice; Remedies

Sec. 51.302.  DECEPTIVE TRADE PRACTICE; REMEDIES.  (a)  A violation of this chapter is a false, misleading, or deceptive act or practice under Section 17.46.
(b)  A public or private right or remedy prescribed by Chapter 17 may be used to enforce this chapter.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 51 - Business Opportunities › Subchapter G. Enforcement › Section 51.303. Review and Suit by Attorney General

Sec. 51.303.  REVIEW AND SUIT BY ATTORNEY GENERAL.  (a)  The attorney general may review the copy of a disclosure statement filed with the secretary of state under Subchapter B.
(b)  If the disclosure statement fails to comply with this chapter, the attorney general may:
(1)  notify the secretary of state and the seller in writing of the deficiency; and
(2)  file suit to enjoin the seller from transacting business until the failure to comply has been corrected.
(c)  If the attorney general notifies the secretary of state under Subsection (b), the secretary of state shall:
(1)  attach a copy of the notice to the front of the disclosure statement; and
(2)  on inquiry of the status of the disclosure statement, disclose that a statement has been filed but that the attorney general has questioned the correctness of the statement.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter A. General Provisions › Section 52.001. Short Title

Sec. 52.001.  SHORT TITLE.  This chapter may be cited as the Regulation of Invention Development Services Act.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter A. General Provisions › Section 52.002. Definitions

Sec. 52.002.  DEFINITIONS.  In this chapter:
(1)  "Customer" means:
(A)  an individual who enters into a contract with an invention developer for invention development services;  or
(B)  a firm, partnership, corporation, or other entity that enters into a contract with an invention developer for invention development services and is not purchasing those services as an adjunct to the traditional commercial enterprises in which the entity engages as a business.
(2)  "Invention" means a discovery, process, machine, design, formulation, product, concept, idea, or any combination of these, regardless of whether patentable.
(3)  "Invention developer" means an individual, firm, partnership, or corporation, or an agent, employee, officer, partner, or independent contractor of one of those entities, who:
(A)  performs or offers to perform invention development services for a customer; and
(B)  is not:
(i)  a federal, state, or local government department or agency;
(ii)  a nonprofit, charitable, scientific, or educational organization organized under the Texas Non-Profit Corporation Act (Article 1396-1.01 et seq., Vernon's Texas Civil Statutes) or formed under Title 1 and Chapter 22, Business Organizations Code, or described by Section 170(b)(1)(A), Internal Revenue Code of 1986, as amended;
(iii)  an attorney acting within the scope of the attorney's professional license;
(iv)  a person registered to practice before the United States Patent and Trademark Office and acting within the scope of that person's professional license;  or
(v)  a person, firm, corporation, association, or other entity that does not charge a fee, including reimbursement for expenditures made or costs incurred by the entity, for invention development services other than payment made from a portion of the income a customer received by virtue of an act performed by the entity.
(4)  "Invention development services" means an act done by or for an invention developer for the invention developer's procurement or attempted procurement of a licensee or buyer of an intellectual property right in an invention, including:
(A)  evaluating, perfecting, marketing, or brokering an invention;
(B)  performing a patent search; and
(C)  preparing or prosecuting a patent application by a person not registered to practice before the United States Patent and Trademark Office.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter A. General Provisions › Section 52.003. Applicability of Chapter to Contract for Invention Development Services

Sec. 52.003.  APPLICABILITY OF CHAPTER TO CONTRACT FOR INVENTION DEVELOPMENT SERVICES.  This chapter applies to each contract under which an invention developer agrees to perform invention development services for a customer.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter A. General Provisions › Section 52.004. Waiver by Customer Prohibited

Sec. 52.004.  WAIVER BY CUSTOMER PROHIBITED.  A waiver by a customer of a provision of this chapter is void.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter B. Financial Requirements of Invention Developers › Section 52.051. Bond Required

Sec. 52.051.  BOND REQUIRED.  (a)  Except as provided by Section 52.053, an invention developer performing or offering to perform invention development services in this state shall maintain a bond issued by a surety company authorized to transact business in this state.
(b)  The principal amount of the bond must equal at least the greater of:
(1)  five percent of the invention developer's gross income from the invention development business in this state during the invention developer's last fiscal year; or
(2)  $25,000.
(c)  The invention developer must file a copy of the bond with the secretary of state before the date the invention developer begins business in this state.
(d)  Before the 91st day after the last day of the invention developer's fiscal year, the invention developer shall change the amount of the bond if necessary to conform with this section and Section 52.052.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter B. Financial Requirements of Invention Developers › Section 52.052. Beneficiary of Bond; Claim Against Bond

Sec. 52.052.  BENEFICIARY OF BOND; CLAIM AGAINST BOND.  (a)  The bond required by Section 52.051 must be:
(1)  in favor of this state; and
(2)  for the benefit of any person who, after entering into a contract for invention development services with the invention developer, is damaged by fraud, dishonesty, or failure to provide the invention developer's services in performance of the contract.
(b)  A person making a claim against the bond may bring an action against the invention developer and the surety.  The aggregate liability of the surety to all persons for all breaches of conditions of the bond required by this section is limited to the amount of the bond.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter B. Financial Requirements of Invention Developers › Section 52.053. Cash Deposit Instead of Bond

Sec. 52.053.  CASH DEPOSIT INSTEAD OF BOND.  Instead of furnishing the bond required by Section 52.051, the invention developer may provide for, in an amount equal to the amount of the bond required:
(1)  cash deposited with the secretary of state;
(2)  a certificate of deposit payable to the secretary of state and issued by a bank that is:
(A)  transacting business in this state; and
(B)  insured by the Federal Deposit Insurance Corporation;
(3)  an investment certificate of a share account assigned to the secretary of state and issued by a savings and loan association that is:
(A)  transacting business in this state; and
(B)  insured by the Federal Deposit Insurance Corporation; or
(4)  a bearer bond issued by the United States government or this state.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter C. Invention Development Services Contract › Section 52.101. Written Contract Required; Customer Copy

Sec. 52.101.  WRITTEN CONTRACT REQUIRED; CUSTOMER COPY.  (a)  A contract for invention development services must be in writing.
(b)  The invention developer shall give a copy of the contract to the customer at the time the customer signs the contract.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter C. Invention Development Services Contract › Section 52.102. Mandatory Contract Terms

Sec. 52.102.  MANDATORY CONTRACT TERMS.  (a)  A contract for invention development services must contain in boldfaced type of not less than 10-point size:
(1)  the payment terms;
(2)  the contract termination rights required by Section 52.104;
(3)  a full, clear, and concise description of the specific acts or services that the invention developer agrees to perform for the customer;
(4)  a statement of whether the invention developer agrees to construct, sell, or distribute one or more prototypes, models, or devices embodying the customer's invention;
(5)  the full name and principal place of business of the invention developer;
(6)  the name and principal place of business of any parent, subsidiary, or affiliated company that may engage in performing any of the invention development services;
(7)  if the invention developer makes an oral or written representation of estimated or projected customer earnings, a statement of estimated or projected customer earnings and a description of the data on which the estimation or projection is based;
(8)  the name and address of the custodian of all records and correspondence pertaining to the invention development services described by the contract;
(9)  a statement that the invention developer:
(A)  is required to maintain all records and correspondence relating to performance of the invention development services for the customer until the second anniversary of the date the contract expires; and
(B)  on seven days' written notice will make the invention development services records and correspondence available to the customer or the customer's representative for review and copying at the customer's reasonable expense on the invention developer's premises during normal business hours;  and
(10)  a time schedule for performance of the invention development services, including an estimated date by which performance is expected to be completed.
(b)  An invention developer is a fiduciary to the extent that the description of specific acts or services required by Subsection (a)(3) gives the invention developer discretion in determining which acts or services will be performed.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter C. Invention Development Services Contract › Section 52.103. Multiple Contracts

Sec. 52.103.  MULTIPLE CONTRACTS.  If it is the invention developer's normal practice to seek more than one contract in connection with an invention or if the invention developer normally seeks to perform services in connection with an invention in more than one phase with the performance of each phase covered in one or more subsequent contracts, the invention developer shall give to the customer at the time the customer signs the first contract:
(1)  a written statement describing that practice; and
(2)  a written summary of the developer's normal terms, if any, for subsequent contracts, including the approximate amount of the developer's normal fees or other consideration that the developer may require from the customer.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter C. Invention Development Services Contract › Section 52.104. Payment for Services; Option to Terminate Contract

Sec. 52.104.  PAYMENT FOR SERVICES; OPTION TO TERMINATE CONTRACT.  (a)  For purposes of this section, delivery of a promissory note, bill of exchange, or negotiable instrument of any kind to the invention developer or to a third party for the benefit of the invention developer is payment, regardless of the date or dates appearing on the instrument.
(b)  Notwithstanding any contractual provision to the contrary, payment for invention development services may not be required, made, or received before the fourth working day after the date the customer receives a copy of the contract for invention development services signed by the invention developer and the customer.
(c)  Until the payment for invention development services is made, the parties to the contract have the option to terminate the contract.  The customer may exercise the option to terminate by refraining from making payment to the invention developer.  The invention developer may exercise the option to terminate by giving to the customer a written notice of the invention developer's exercise of the option.  The written notice becomes effective when the customer receives the notice.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter C. Invention Development Services Contract › Section 52.105. Cover Notice Required

Sec. 52.105.  COVER NOTICE REQUIRED.  (a)  A contract for invention development services must have attached a conspicuous and legible cover sheet that contains:
(1)  the name, home address, office address, and local office address of the invention developer; and
(2)  the following notice in boldfaced type of not less than 10-point size:
THIS CONTRACT BETWEEN YOU AND AN INVENTION DEVELOPER IS REGULATED BY THE STATE OF TEXAS' REGULATION OF INVENTION DEVELOPMENT SERVICES ACT.  YOU ARE NOT PERMITTED OR REQUIRED TO MAKE ANY PAYMENTS UNDER THIS CONTRACT UNTIL FOUR (4) WORKING DAYS AFTER YOU SIGN THIS CONTRACT AND RECEIVE A COMPLETED COPY OF IT.
IF YOU ASSIGN EVEN A PARTIAL INTEREST IN THE INVENTION TO THE INVENTION DEVELOPER, THE INVENTION DEVELOPER MAY HAVE THE RIGHT TO SELL OR DISPOSE OF THE INVENTION WITHOUT YOUR CONSENT AND MAY NOT HAVE TO SHARE THE PROFITS WITH YOU.
THE TOTAL NUMBER OF CUSTOMERS WHO HAVE CONTRACTED WITH THE INVENTION DEVELOPER SINCE (year) IS (number).  THE TOTAL NUMBER OF CUSTOMERS KNOWN BY THIS INVENTION DEVELOPER TO HAVE RECEIVED, BY VIRTUE OF THIS INVENTION DEVELOPER'S PERFORMANCE, AN AMOUNT OF MONEY IN EXCESS OF THE AMOUNT PAID BY THE CUSTOMER TO THIS INVENTION DEVELOPER IS (number).
YOU ARE ENCOURAGED TO CONSULT WITH A QUALIFIED ATTORNEY BEFORE SIGNING THIS CONTRACT.  BY PROCEEDING WITHOUT THE ADVICE OF A QUALIFIED ATTORNEY, YOU COULD LOSE ANY RIGHTS YOU MIGHT HAVE IN YOUR IDEA OR INVENTION.
(b)  The invention developer shall complete the cover sheet by providing the proper information in the blanks of the cover sheet.  In the first blank the invention developer shall enter the later of the year that the invention developer began to transact business or May 7, 1981. The invention developer may round the numbers the invention developer enters in the last two blanks to the nearest 100 and, in computing the numbers, may exclude persons who have contracted with the invention developer during the three calendar months preceding the date of the contract.  If the number to be inserted in the third blank is zero, the invention developer shall enter a zero in the blank.
(c)  The cover sheet may not contain anything other than the information required by Subsection (a).
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter C. Invention Development Services Contract › Section 52.106. Quarterly Reports to Customer Required

Sec. 52.106.  QUARTERLY REPORTS TO CUSTOMER REQUIRED.  At least once each calendar quarter during the term of a contract for invention development services, the invention developer shall deliver to the customer at the address specified in the contract a written report that identifies the contract and contains:
(1)  a full, clear, and concise description of the services performed up to the date of the report and of the services to be performed; and
(2)  the name and address of each person to whom the subject matter of the contract has been disclosed, the reason for each disclosure, the nature of the disclosure, and copies of all responses received as a result of those disclosures.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.151. Contract Voidable

Sec. 52.151.  CONTRACT VOIDABLE.  A contract for invention development services is voidable at the option of the customer if the contract:
(1)  does not substantially comply with this chapter; or
(2)  was entered into in reliance on any false, fraudulent, or misleading information, representation, notice, or advertisement of the invention developer.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.152. Private Cause of Action

Sec. 52.152.  PRIVATE CAUSE OF ACTION.  (a)  This section applies only to a customer who is injured by an invention developer's:
(1)  violation of this chapter;
(2)  false or fraudulent statement, representation, or omission of material fact; or
(3)  failure to make all disclosures required by this chapter.
(b)  A customer to whom this section applies may recover in a civil action against the invention developer:
(1)  the greater of:
(A)  the amount of any actual damages sustained by the customer; or
(B)  $1,000;
(2)  court costs; and
(3)  attorney's fees.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.153. Deceptive Trade Practice

Sec. 52.153.  DECEPTIVE TRADE PRACTICE.  The following acts, omissions, or failures by an invention developer constitute a deceptive trade practice under Chapter 17:
(1)  a violation of this chapter;
(2)  an omission of material fact; or
(3)  a failure to make a disclosure required by this chapter.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.154. Mutually Exclusive Remedies

Sec. 52.154.  MUTUALLY EXCLUSIVE REMEDIES.  Remedies available under Sections 52.152 and 52.153 are mutually exclusive.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.155. Presumption of Injury

Sec. 52.155.  PRESUMPTION OF INJURY.  For purposes of Sections 52.152 and 52.153, a rebuttable presumption of injury is established by:
(1)  a substantial violation of this chapter by an invention developer; or
(2)  a customer's execution of a contract for invention development services in reliance on a false or fraudulent statement, representation, or an omission of material fact.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.156. Enforcement by Attorney General

Sec. 52.156.  ENFORCEMENT BY ATTORNEY GENERAL.  (a)  The attorney general shall enforce this chapter.
(b)  The attorney general may:
(1)  recover a civil penalty not to exceed $2,000 for each violation of this chapter; and
(2)  seek equitable relief to restrain a violation of this chapter.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 52 - Invention Development Services › Subchapter D. Enforcement › Section 52.157. Application of Other Laws

Sec. 52.157.  APPLICATION OF OTHER LAWS.  This chapter does not nullify or limit any obligation, right, or remedy that is applicable or available under the law of this state.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 53 - Store Leases › Section 53.001. Store Lease Contract

Sec. 53.001.  STORE LEASE CONTRACT.  (a)  A provision of a lease contract that requires a store to be open when another store located in the same shopping center is open does not apply on Sunday unless the provision specifically states that it applies on Sunday.
(b)  This section applies to a contract executed before or after September 1, 1985.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 54 - Compensation Agreements for Sales Representatives › Section 54.001. Definitions

Sec. 54.001.  DEFINITIONS.  In this chapter:
(1)  "Commission" means compensation paid a sales representative by a principal in an amount based on a percentage of the dollar amount of certain orders for or sales of the principal's product.
(2)  "Principal" means a person who:
(A)  manufactures, produces, imports, or distributes a product for sale;
(B)  uses a sales representative to solicit orders for the product; and
(C)  compensates the sales representative wholly or partly by commission.
(3)  "Sales representative" means an independent contractor who solicits, on behalf of a principal, orders for the purchase at wholesale of the principal's product.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 54 - Compensation Agreements for Sales Representatives › Section 54.002. Contract

Sec. 54.002.  CONTRACT.  (a)  A contract between a principal and a sales representative under which the sales representative is to solicit wholesale orders within this state must:
(1)  be in writing or in a computer-based medium; and
(2)  state the method by which the sales representative's commission is to be computed and paid.
(b)  The principal shall provide the sales representative with a copy of the contract.
(c)  A provision in the contract establishing venue for an action arising under the contract in a state other than this state is void.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 54 - Compensation Agreements for Sales Representatives › Section 54.003. Payment on Termination of Certain Compensation Agreements

Sec. 54.003.  PAYMENT ON TERMINATION OF CERTAIN COMPENSATION AGREEMENTS.  If a compensation agreement between a sales representative and a principal that does not comply with Section 54.002 is terminated, the principal shall pay all commissions due the sales representative not later than the 30th working day after the date of the termination.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 54 - Compensation Agreements for Sales Representatives › Section 54.004. Damages

Sec. 54.004.  DAMAGES.  A principal who fails to comply with a provision of a contract under Section 54.002 relating to payment of a commission or who fails to pay a commission as required by Section 54.003 is liable to the sales representative in a civil action for:
(1)  three times the unpaid commission due the sales representative; and
(2)  reasonable attorney's fees and costs.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 54 - Compensation Agreements for Sales Representatives › Section 54.005. Personal Jurisdiction

Sec. 54.005.  PERSONAL JURISDICTION.  A principal who is not a resident of this state and who enters into a contract subject to this chapter is considered to be transacting business in this state for purposes of the exercise of personal jurisdiction over the principal.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 54 - Compensation Agreements for Sales Representatives › Section 54.006. Waiver

Sec. 54.006.  WAIVER.  A provision of this chapter may not be waived, whether by an express waiver or by an attempt to make a contract or agreement subject to the laws of another state.  A waiver of a provision of this chapter is void.
Amended by:
Acts 2007, 80th Leg., R.S., Ch. 885 (H.B. 2278), Sec. 2.01, eff. April 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter A. General Provisions › Section 56.001. Definitions

Sec. 56.001.  DEFINITIONS.  In this chapter:
(1)  "Contingent payee" means a party to a contract with a contingent payment clause, other than an architect or engineer, whose receipt of payment is conditioned on the contingent payor's receipt of payment from another person.
(2)  "Contingent payment clause" means a provision in a contract for construction management, or for the construction of improvements to real property or the furnishing of materials for the construction, that provides that the contingent payor's receipt of payment from another is a condition precedent to the obligation of the contingent payor to make payment to the contingent payee for work performed or materials furnished.
(3)  "Contingent payor" means a party to a contract with a contingent payment clause that conditions payment by the party on the receipt of payment from another person.
(4)  "Improvement" includes new construction, remodeling, or repair.
(5)  "Obligor" means the person obligated to make payment to the contingent payor for an improvement.
(6)  "Primary obligor" means the owner of the real property to be improved or repaired under the contract, or the contracting authority if the contract is for a public project.  A primary obligor may be an obligor.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter A. General Provisions › Section 56.002. Inapplicability of Chapter to Certain Contracts

Sec. 56.002.  INAPPLICABILITY OF CHAPTER TO CERTAIN CONTRACTS.  This chapter does not apply to a contract that is solely for:
(1)  design services;
(2)  the construction or maintenance of a road, highway, street, bridge, utility, water supply project, water plant, wastewater plant, water and wastewater distribution or conveyance facility, wharf, dock, airport runway or taxiway, drainage project, or related type of project associated with civil engineering construction; or
(3)  improvements to or the construction of a structure that is a:
(A)  detached single-family residence;
(B)  duplex;
(C)  triplex; or
(D)  quadruplex.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter A. General Provisions › Section 56.003. Effect of Chapter on Timing of Payment Provisions

Sec. 56.003.  EFFECT OF CHAPTER ON TIMING OF PAYMENT PROVISIONS.  This chapter does not affect a provision that affects the timing of a payment in a contract for construction management or for the construction of improvements to real property if the payment is to be made within a reasonable period.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter A. General Provisions › Section 56.004. Waiver of Chapter Prohibited

Sec. 56.004.  WAIVER OF CHAPTER PROHIBITED.  A person may not waive this chapter by contract or other means.  A purported waiver of this chapter is void.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter B. Contingent Payment Clause › Section 56.051. Enforcement of Clause Prohibited to Extent Certain Contractual Obligations Not Met

Sec. 56.051.  ENFORCEMENT OF CLAUSE PROHIBITED TO EXTENT CERTAIN CONTRACTUAL OBLIGATIONS NOT MET.  A contingent payor or its surety may not enforce a contingent payment clause to the extent that the obligor's nonpayment to the contingent payor is the result of the contractual obligations of the contingent payor not being met, unless the nonpayment is the result of the contingent payee's failure to meet the contingent payee's contractual requirements.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter B. Contingent Payment Clause › Section 56.053. Enforcement of Clause Prohibited if Existence of Sham Relationship

Sec. 56.053.  ENFORCEMENT OF CLAUSE PROHIBITED IF EXISTENCE OF SHAM RELATIONSHIP.  A contingent payor or its surety may not enforce a contingent payment clause if the contingent payor is in a sham relationship with the obligor, as described by the sham relationships in Section 53.026, Property Code.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter B. Contingent Payment Clause › Section 56.055. Use of Clause to Invalidate Enforceability or Perfection of Mechanic's Lien Prohibited

Sec. 56.055.  USE OF CLAUSE TO INVALIDATE ENFORCEABILITY OR PERFECTION OF MECHANIC'S LIEN PROHIBITED.  A contingent payment clause may not be used as a basis for invalidation of the enforceability or perfection of a mechanic's lien under Chapter 53, Property Code.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter B. Contingent Payment Clause › Section 56.056. Assertion of Clause as Affirmative Defense

Sec. 56.056.  ASSERTION OF CLAUSE AS AFFIRMATIVE DEFENSE.  The assertion of a contingent payment clause is an affirmative defense to a civil action for payment under a contract.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 56 - Agreement for Payment of Construction Subcontractor › Subchapter B. Contingent Payment Clause › Section 56.057. Allocation of Risk Permitted

Sec. 56.057.  ALLOCATION OF RISK PERMITTED.  An obligor or a primary obligor may not prohibit a contingent payor from allocating risk by means of a contingent payment clause.
Added by Acts 2009, 81st Leg., R.S., Ch. 87 (S.B. 1969), Sec. 4.001(a), eff. September 1, 2009.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter A. General Provisions › Section 57.001. Short Title

Sec. 57.001.  SHORT TITLE.  This chapter may be cited as the Fair Practices of Equipment Manufacturers, Distributors, Wholesalers, and Dealers Act.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter A. General Provisions › Section 57.003. Waiver of Chapter Void

Sec. 57.003.  WAIVER OF CHAPTER VOID.  An attempted waiver of a provision of this chapter or of the application of this chapter is void.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter B. Provisions Regarding Dealer Agreement or Dealership › Section 57.051. Certain Provisions Void

Sec. 57.051.  CERTAIN PROVISIONS VOID.  The following provisions contained in a dealer agreement are void:
(1)  any provision that purports to elect the application of a law of another state instead of the law of this state; and
(2)  any provision that requires a dealer to pay attorney's fees incurred by the supplier.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter B. Provisions Regarding Dealer Agreement or Dealership › Section 57.052. Change in Ownership or Financial Structure

Sec. 57.052.  CHANGE IN OWNERSHIP OR FINANCIAL STRUCTURE.  A supplier may not prevent, by contract or otherwise, a dealer from changing its capital structure or the means by or through which the dealer finances its operations, if:
(1)  the dealer gives prior notice of the change to the supplier; and
(2)  the dealer at all times meets any reasonable capital standards required by the supplier pursuant to a right granted in the dealer agreement and imposed on similarly situated dealers.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter B. Provisions Regarding Dealer Agreement or Dealership › Section 57.053. Release of Liability Prohibited

Sec. 57.053.  RELEASE OF LIABILITY PROHIBITED.  A supplier may not require a dealer to assent to a release, assignment, novation, waiver, or estoppel that would release any person from liability imposed by this chapter.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter C. Sale, Transfer, or Ownership of Dealership › Section 57.101. Transfer of Interest in Dealership by Succession; Single-Line Dealer Agreements

Sec. 57.101.  TRANSFER OF INTEREST IN DEALERSHIP BY SUCCESSION; SINGLE-LINE DEALER AGREEMENTS.  (a)  This section applies only to single-line dealer agreements.
(b)  If a dealer dies, a supplier has 90 days in which to consider and make a determination on a request by a family member to enter into a new dealer agreement to operate the dealership.  If the supplier determines that the requesting family member is not acceptable, the supplier shall provide the family member with a written notice of its determination with the stated reasons for nonacceptance.  This section does not entitle an heir, personal representative, or family member of the dealer to operate a dealership without the specific written consent of the supplier.
(c)  Notwithstanding Subsection (b), if a supplier and dealer have previously executed an agreement concerning succession rights before the dealer's death, and if that agreement is still in effect, the agreement shall be observed even if it designates someone other than the surviving spouse or an heir of the decedent as the successor.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.
2023 Texas Statutes › Business and Commerce Code › Title 4 - Business Opportunities and Agreements › Chapter 57 - Agricultural, Construction, Industrial, Mining, Forestry, Landscaping, and Outdoor Power Equipment Dealer Agreements › Subchapter C. Sale, Transfer, or Ownership of Dealership › Section 57.102. Approval of Sale or Transfer of Business at Dealer's Request

Sec. 57.102.  APPROVAL OF SALE OR TRANSFER OF BUSINESS AT DEALER'S REQUEST.  (a)  This section applies only to a dealer agreement that is not a single-line dealer agreement.
(b)  If a supplier has contractual authority to approve or deny a request for the sale or transfer of a dealer's business or an equity ownership interest in the dealer's business, a dealer may request that the supplier approve or deny a request for the sale or transfer of a dealer's business or an equity ownership interest in the dealer's business to a proposed buyer or transferee.  The dealer's request must be in writing and must include character references and reasonable financial, personal background, and work history information with respect to the proposed buyer or transferee.
(c)  Not later than the 60th day after receipt of a request under Subsection (b), the supplier shall either approve the sale or transfer or send a written response to the dealer stating the supplier's denial of the request and the specific reasons for the denial.  The request is considered approved if the supplier does not approve or deny the request by the deadline.
(d)  A supplier may deny a request made under this section only if the proposed buyer or transferee fails to meet the reasonable requirements consistently imposed by the supplier for purposes of determining whether to approve a new dealer or a request for approval of a sale or transfer of a dealer's business or equity ownership in the dealer's business.
Added by Acts 2011, 82nd Leg., R.S., Ch. 1039 (H.B. 3079), Sec. 2, eff. September 1, 2011.