In the event of a dispute arising from the Bojangles franchise agreement, which state and county's courts have exclusive jurisdiction?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
ADDENDUM TO THE BOJANGLES FRANCHISE AGREEMENT REQUIRED FOR NORTH DAKOTA FRANCHISEES
This Addendum to the Bojangles [Individual] [Express] [Renewal] Franchise Agreement dated ("Franchise Agreement") between BOJANGLES OPCO, LLC ("Franchisor") and ("Franchisee") is entered into simultaneously with the execution of the Franchise Agreement.
- 1. The provisions of this Addendum form an integral part of, and are incorporated into, the Franchise Agreement.
This Addendum is being executed because: (A) the offer or sale of a franchise to Franchisee was made in the State of North Dakota; (B) Franchisee is a resident of the State of North Dakota; and/or (C) the Restaurant will be located and/or operated in the State of North Dakota.
2. The North Dakota Securities Commissioner has held the following to be unfair, unjust, or inequitable to North Dakota franchisees (Section 51-19-09, N.D.C.C.):
C.
Restriction on Forum: Requiring North Dakota franchisees to consent to the jurisdiction of courts outside of North Dakota.
ADDENDUM TO THE BOJANGLES RENEWAL FRANCHISE AGREEMENT REQUIRED FOR RHODE ISLAND FRANCHISEES
This Addendum to the Bojangles Renewal Franchise Agreement dated ("Renewal Franchise Agreement") between BOJANGLES OPCO, LLC ("Franchisor") and ("Franchisee") is entered into simultaneously with the execution of the Renewal Franchise Agreement.
- 1. The provisions of this Addendum form an integral part of, and are incorporated into, the Renewal Franchise Agreement. This Addendum is being executed because: (A) the offer or sale of a franchise to Franchisee was made in the State of Rhode Island; (B) Franchisee is a resident of the State of Rhode Island; and/or (C) the Restaurant will be located and/or operated in the State of Rhode Island.
- 2. The following language is added to Sections XXV.A. and B.:
- Section 19-28.1-14 of the Rhode Island Franchise Investment Act provides that "A provision in a franchise agreement restricting jurisdiction or venue to a forum outside this state or requiring the application of the laws of another state is void with respect to a claim otherwise enforceable under this Act."
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
Based on the 2025 FDD, the Bojangles franchise agreement includes addenda that address jurisdiction and venue, particularly for franchisees in North Dakota and Rhode Island. For North Dakota franchisees, the addendum explicitly states that requiring them to consent to the jurisdiction of courts outside of North Dakota is considered unfair, unjust, or inequitable. This implies that North Dakota franchisees would likely have disputes resolved within North Dakota. Similarly, for Rhode Island franchisees, the addendum specifies that any provision in the franchise agreement restricting jurisdiction or venue to a forum outside of Rhode Island is void with respect to claims enforceable under the Rhode Island Franchise Investment Act. This ensures that Rhode Island franchisees can pursue legal claims within their own state.
For franchisees outside of North Dakota and Rhode Island, the FDD does not specify which state and county's courts have exclusive jurisdiction in the event of a dispute. This means that the standard terms of the franchise agreement, without the modifications of these addenda, would apply. These standard terms typically include clauses specifying the governing law and forum for dispute resolution, which often favor the franchisor's location.
A prospective Bojangles franchisee should carefully review the franchise agreement and any state-specific addenda to understand the specific terms related to jurisdiction and venue. It is essential to understand where disputes would be resolved, as this can significantly impact the cost and convenience of pursuing legal action. Franchisees should consult with a legal professional to fully understand their rights and obligations under the franchise agreement, especially concerning dispute resolution.