If legal action is brought against Ben Jerrys, where must the action be initiated?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Section 17.4 of the Agreement, under the heading "Applicable Law," shall be deleted in its entirety, and shall have no force or effect; and the following shall be substituted in lieu thereof:
17.4 Any legal action brought by any party against the other in any forum or court, whether federal or state, shall be brought only within the judicial district in which BEN & JERRY'S has its principal place of business at the time the action or proceeding is initiated**; except that any and all claims arising under the Maryland Franchise Registration and Disclosure Law shall be commenced within three (3) years from the grant of the franchise.** Any such action shall be brought in federal court if federal court jurisdiction exists and, if it does not exist, then in state court.
The parties agree that this Section 17.4 shall not be construed as preventing either party from removing an action from state to federal court.
The parties hereby waive all questions of personal jurisdiction or venue for the purpose of carrying out this provision.
Any such action shall be conducted on an individual basis, and not as part of a consolidated, common, representative, or class action.
Source: Item 22 — CONTRACTS (FDD pages 133–134)
What This Means (2025 FDD)
According to Ben Jerrys's 2025 Franchise Disclosure Document, any legal action, whether in federal or state court, must be initiated within the judicial district where Ben Jerrys has its principal place of business at the time the action is filed. The FDD stipulates that if federal court jurisdiction exists, the action must be brought in federal court; otherwise, it will be brought in state court.
This requirement does not prevent either party from moving the case from state to federal court. Both parties also agree to waive any objections to personal jurisdiction or venue to ensure this provision is enforced. All legal actions must be conducted on an individual basis, meaning no consolidated, common, representative, or class actions are allowed.
However, there is an exception for claims arising under the Maryland Franchise Registration and Disclosure Law. The document includes specific amendments related to Maryland, indicating that certain sections of the agreement are modified to comply with Maryland law. It is important for prospective franchisees, especially those in Maryland, to understand these specific stipulations and how they might affect their legal rights and options.