Does the Belocal agreement allow for waiver of personal jurisdiction or venue?
Belocal Franchise · 2025 FDDAnswer from 2025 FDD Document
COVENANTOR HEREBY WAIVES ALL QUESTIONS OF PERSONAL JURISDICTION OR VENUE FOR THE PURPOSE OF CARRYING OUT THIS PROVISION.
COVENANTOR HEREBY AGREES THAT SERVICE OF PROCESS MAY BE MADE UPON HIM OR HER IN ANY PROCEEDING RELATING TO OR ARISING UNDER THIS AGREEMENT OR THE RELATIONSHIP CREATED BY THIS AGREEMENT BY ANY MEANS ALLOWED BY TEXAS OR FEDERAL LAW.
COVENANTOR FURTHER AGREES THAT VENUE FOR ANY PROCEEDING RELATING TO OR ARISING OUT OF THIS AGREEMENT WILL BE THE COUNTY OR JUDICIAL DISTRICT IN WHICH THE FRANCHISOR'S PRINCIPAL PLACE OF BUSINESS IS LOCATED; PROVIDED, HOWEVER, WITH RESPECT TO ANY ACTION WHICH INCLUDES INJUNCTIVE RELIEF OR OTHER EXTRAORDINARY RELIEF, FRANCHISOR MAY BRING SUCH ACTION IN ANY COURT IN ANY STATE WHICH HAS JURISDICTION.
Source: Item 22 — CONTRACTS (FDD page 71)
What This Means (2025 FDD)
According to Belocal's 2025 Franchise Disclosure Document, the franchise agreement includes a clause where the franchisee (referred to as "Covenantor") waives all questions of personal jurisdiction or venue. This means that a franchisee agrees to be subject to the jurisdiction of the courts where Belocal's principal place of business is located, and cannot object to the location of the court based on inconvenience. Specifically, the franchisee submits to the jurisdiction of state and federal district courts in the state, county, or judicial district where Belocal's principal business is located.
This waiver has significant implications for prospective Belocal franchisees. By agreeing to this clause, franchisees are essentially giving up their right to argue that a lawsuit should be heard in their home state or a more convenient location. This could increase the cost and difficulty of defending themselves in a legal dispute with Belocal, as they may be required to travel to Texas, where the franchisor's principal place of business is located.
However, there is an exception: Belocal retains the right to bring an action for injunctive or other extraordinary relief in any state or federal district court that has jurisdiction, providing them with more flexibility in certain legal situations. Franchisees should be aware of this clause and understand its potential impact before signing the franchise agreement. It is advisable to seek legal counsel to fully understand the implications of waiving personal jurisdiction and venue.