Does the litigation clause apply to claims Buildingstars has relating to any lease or sublease of real property?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
Notwithstanding the foregoing, the obligation of this Section to mediate will not be binding with respect to claims brought by BUILDINGSTARS and relating to BUILDINGSTARS's trademarks, service marks, patents, or copyrights, including the Marks; claims relating to any lease or sublease of any real property between the parties or their affiliated entities; or requests by BUILDINGSTARS for temporary restraining orders, preliminary injunctions, permanent injunctions or other proceedings in a court of competent jurisdiction to obtain interim or permanent relief when deemed necessary by such court to preserve the status quo or prevent irreparable injury pending resolution of the actual dispute between the parties.
B. Litigation. Except as otherwise provided in this Agreement, all controversies, disputes or claims between BUILDINGSTARS and FRANCHISEE arising from this Agreement or the franchise relationship set forth in this Agreement shall be filed in the Federal District Court in St. Louis, MO when
the grounds set forth in 28 U.S.C.§ 1332 are present. Both parties and each guarantor of this Agreement irrevocably submit to the jurisdiction of this court and waive any objection to the application of Missouri law or to the jurisdiction or venue in this court. In the event that the above-referenced federal court does not have jurisdiction over the dispute, the parties shall submit to binding arbitration as provided below.
Notwithstanding the foregoing, any claims BUILDINGSTARS has relating to its trademarks, service marks, patents, or copyrights, including the Marks; claims relating to any lease or sublease of any real property between the parties or their affiliated entities; or requests by BUILDINGSTARS for temporary restraining orders, preliminary injunctions, permanent injunctions or other proceedings in a court of competent jurisdiction to obtain interim or permanent relief when deemed necessary by such court to preserve the status quo or prevent irreparable injury pending resolution of the actual dispute between the parties shall be brought in either federal or state courts in St. Louis County, MO. Both parties agree to submit to the jurisdiction of the state and federal court in St. Louis County, MO.
Source: Item 22 — CONTRACTS (FDD page 43)
What This Means (2025 FDD)
According to Buildingstars's 2025 Franchise Disclosure Document, the litigation clause does apply to claims Buildingstars has relating to any lease or sublease of real property between the parties or their affiliated entities. Specifically, such claims can be brought in either federal or state courts in St. Louis County, MO, and both parties agree to submit to the jurisdiction of these courts. This means that Buildingstars is not obligated to mediate claims relating to any lease or sublease of real property.
This clause impacts prospective franchisees by defining the specific legal venue and process for disputes related to leases or subleases. Instead of the standard mediation or federal court in St. Louis, MO, these disputes will be handled in either federal or state courts within St. Louis County, MO. This could affect the cost and convenience of resolving such disputes, depending on where the franchisee is located and the complexity of the legal issues.
It is important for a potential Buildingstars franchisee to understand this clause, as it dictates the legal procedures for specific types of claims. This differs from the standard dispute resolution process outlined in the agreement, highlighting the importance of carefully reviewing all contracts and understanding the implications of each clause. Franchisees should consult with a legal professional to fully grasp the ramifications of this clause and how it might affect their business operations and legal rights.