Does the Anago franchise agreement allow franchisees to contest or challenge the jurisdiction or venue of the courts closest to the Franchisor's principal place of business in the event of arbitration?
Anago Franchise · 2025 FDDAnswer from 2025 FDD Document
supporting records, or for any failure otherwise to comply with this Agreement, Subfranchisor must reimburse Franchisor for any costs and expenses (including reasonable attorneys' fees) it incurs in doing so.
Section 13.4 - Jurisdiction and Venue
Subject to the parties' obligation to arbitrate pursuant to Section 13.1 of this Agreement, Subfranchisor and Franchisor acknowledge and irrevocably and unconditionally agree that any case or controversy arising out of or relating to, either directly or indirectly, this Agreement, ancillary agreements or the business relationship between the parties must be commenced exclusively in the state or federal court which is closest to Franchisor's then current principal place of business (currently Pompano Beach, Florida). The parties further agree that, in the event of such arbitration, they will not contest or challenge the jurisdiction or venue of these courts. The parties hereby waive any objection that it, he or she may have to the laying of venue of any suit, action or proceeding in any of these courts.
Section 13.5 - Governing Law
This Agreement shall become valid when executed and accepted by Franchisor. The parties agree that it shall be deemed made and entered into in the State of Florida. Except to the extent
governed by the United States Trademark Act of 1946 (Lanham Act, 15 U.S.C. §§ 1051 et seq.,) this Agreement and any other agreement between the parties and all transactions contemplated by this Agreement are governed by, and construed and enforced in accordance with, the internal laws of the State of Florida without regard to principles of conflicts of laws.
Source: Item 23 — RECEIPTS (FDD pages 62–298)
What This Means (2025 FDD)
According to Anago's 2025 Franchise Disclosure Document, franchisees generally agree not to contest the jurisdiction or venue of courts closest to Anago's principal place of business, which is currently Pompano Beach, Florida, in the event of arbitration. Specifically, the Subfranchisor acknowledges and agrees that any legal case must commence in the state or federal court closest to Anago's principal place of business. They also agree that, in the event of arbitration, they will not contest the jurisdiction or venue of these courts.
However, this is not universally applicable, as the FDD states that for franchisees in Minnesota, the standard jurisdiction and venue clause is modified. The agreement specifies that Minnesota Statutes prohibit Anago from requiring litigation to be conducted outside of Minnesota, except in certain specified cases. Therefore, the standard agreement to jurisdiction and venue does not reduce any rights that a Minnesota franchisee has under Minnesota law.
This means that franchisees outside of Minnesota are generally bound to resolve disputes in Florida, which could increase their costs and inconvenience in case of legal issues. Franchisees in Minnesota retain the rights provided to them under Minnesota state law, regardless of what the franchise agreement says.