Does the Bojangles franchisee agreement include a covenant not to sue the Franchisor Parties?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
WHEREAS, Franchisor identifies the Bojangles System by means of certain trade names, service marks, trademarks, logos, emblems, and indicia of origin, including but not limited to the marks "BOJANGLES®", "BOJANGLES'®" and "BOJANGLES' FAMOUS CHICKEN 'N BISCUITS®", and such other trade names, service marks, and trademarks as are now designated (and may hereafter be designated by Franchisor in writing) for use in connection with the Bojangles System (hereinafter referred to as "Proprietary Marks") and certain unique trade dress, including but not limited to specific color schemes, patterns, designs, decor, furnishings and layout, now or hereafter used by Franchisor in connection with the Bojangles System (hereinafter referred to as "Trade Dress");
WHEREAS, Franchisor continues to develop, use, and control the use of such Proprietary Marks and Trade Dress in order to identify for the public the source of services and products marketed thereunder and under the Bojangles System, and to represent the Bojangles System's high standards of quality, cleanliness, appearance, and service;
WHEREAS, Franchisee desires to enter into the business of operating a Bojangles restaurant under the Bojangles System and wishes to obtain a franchise from Franchisor for that purpose, as well as to receive the training and other assistance provided by Franchisor in connection therewith; and
WHEREAS, Franchisee understands and acknowledges the importance of Franchisor's high standards of quality, cleanliness, appearance, and service and the necessity of operating the business franchised hereunder in conformity with Franchisor's standards and specifications.
NOW, THEREFORE, the parties, in consideration of the undertakings and commitments of each party to the other party set forth herein, hereby agree as follows:
Bojangles Franchise Agreement 1 04/25
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, the Bojangles franchisee agreement does not explicitly contain a covenant not to sue the franchisor. However, the agreement includes several covenants and acknowledgements that could impact a franchisee's legal options.
Specifically, the franchisee acknowledges receiving valuable training and confidential information, agreeing not to disclose or misuse this information. This acknowledgement could potentially limit the grounds on which a franchisee might sue, especially concerning proprietary information or operational methods. Additionally, the agreement outlines specific non-compete covenants during and after the franchise term, restricting the franchisee's ability to engage in similar businesses. These covenants could also influence the scope of potential legal disputes.
Furthermore, the presence of clauses addressing governing law, dispute resolution, and the franchisee's compliance with the system standards could all affect the legal relationship between the franchisee and Bojangles. While not a direct covenant not to sue, these provisions shape the legal landscape and may limit a franchisee's ability to bring certain types of claims against the franchisor. A prospective franchisee should carefully review all covenants and restrictions within the franchise agreement with legal counsel to fully understand their rights and obligations.