Under what circumstances can Bonchon bring an action against the franchisee in a state or federal district court other than one situated in New York, New York?
Bonchon Franchise · 2025 FDDAnswer from 2025 FDD Document
Any action or proceeding brought by us or you (and/or any of our or your respective affiliates, and their respective owners, members, officers, directors or managers) against any such other party, whether sounding in law or equity, will be instituted, litigated through conclusion and, if necessary, appealed through final, irrevocable judgment exclusively in a state or federal district court of competent jurisdiction situated in New York, New York. Any such action or proceeding shall be brought in federal court if federal court jurisdiction exists and, if it does not exist, then in state court. You (and your affiliates, and the owners, members, officers, directors or managers of each of the foregoing) hereby irrevocably submit themselves to the jurisdiction of any such court and waive all questions of personal jurisdiction for the purpose of carrying out this provision. You (and each of your affiliates, and the owners, members, officers, directors or managers of each of the foregoing) agrees that any dispute as to the venue for litigation will be submitted to and resolved exclusively by such aforementioned court. Notwithstanding the foregoing, however, with respect to any action for monies owed, injunctive or other extraordinary or equitable relief, or involving possession or disposition of, or other relief relating to, your franchised Business(es) or Area Development Business hereunder, we may bring such an action in any state or federal district court which has jurisdiction. You, on behalf of yourself and your affiliates, and the owners, members, officers, directors or managers of each of the foregoing, hereby waive and covenant never to assert or claim that the venue designated for litigation by this Agreement is for any reason improper, inconvenient, prejudicial or otherwise inappropriate (including any claim under the judicial doctrine of "forum non conveniens"). The parties agree that this Section 18.13 shall not be construed as preventing either party from removing an action or proceeding from state to federal court.
Source: Item 23 — RECEIPTS (FDD pages 92–536)
What This Means (2025 FDD)
According to Bonchon's 2025 Franchise Disclosure Document, generally, any legal action between Bonchon and a franchisee must be initiated and resolved in a state or federal district court located in New York, New York. This applies to all legal matters, whether based on law or equity, and both Bonchon and the franchisee agree to submit to the jurisdiction of these courts.
However, there is an exception to this rule. Bonchon retains the right to initiate legal action against a franchisee in any state or federal district court that has jurisdiction if the action involves specific circumstances. These circumstances include actions to recover monies owed to Bonchon, actions seeking injunctive or other extraordinary or equitable relief, or actions related to the possession, disposition, or other relief concerning Bonchon's Software.
This means that while most disputes will be handled in New York courts, Bonchon can pursue legal action in a different jurisdiction if the case involves financial matters, requests for court orders, or issues related to Bonchon's proprietary software. The franchisee waives any right to claim that a venue other than New York is improper or inconvenient in these specific types of actions.