Under the Benihana Guaranty, what state's laws govern the Guaranty agreement and related claims?

According to Benihana's 2024 Franchise Disclosure Document, the Guaranty agreement and any related claims are governed by the laws of the State of Florida. This means that if there are any disputes related to the Guaranty, Florida law will be used to interpret the agreement and resolve the issues.

Furthermore, the Guarantor submits to the jurisdiction of the United States District Court for the Southern District of Florida, which will be the venue and proper court for any legal proceedings. This indicates that Benihana has chosen Florida as the legal jurisdiction for matters concerning the Guaranty, which provides clarity and predictability regarding legal processes.

For a prospective Benihana franchisee, this clause means that any legal issues arising from the Guaranty will be handled in Florida, regardless of where the franchisee's restaurant is located. It is important for the guarantor to understand the laws of Florida and be prepared to engage in legal proceedings in the Southern District of Florida if necessary. This also means that the guarantor may need to hire legal counsel familiar with Florida law.