Where does the Buns On Fire Franchise Agreement require litigation or arbitration to take place?
Buns_On_Fire Franchise · 2025 FDDAnswer from 2025 FDD Document
This Guaranty is to be exclusively construed in accordance with and/or governed by the law of the State of Illinois without recourse to Illinois (or any other) choice of law or conflicts of law principles. If, however, any provision of this Guaranty would not be enforceable under the laws of Illinois, and if the business franchised under the Franchise Agreement is located outside of Illinois and the provision would be enforceable under the laws of the state in which the franchised business is located, then the provision (and only that provision) will be interpreted and construed under the laws of that state. Nothing in this Guaranty is intended to invoke the application of any franchise, business opportunity, antitrust, "implied covenant", unfair competition, fiduciary or any other doctrine of law of the State of Illinois or any other state, which would not otherwise apply.
Any litigation arising out of or related to this Guaranty will be instituted exclusively in a court of competent jurisdiction in Cook County, Illinois. The undersigned agree that any dispute as to the venue for this litigation will be submitted to and resolved exclusively by a court of competent jurisdiction situated in Cook County, Illinois. The undersigned hereby waive and covenant never to assert or claim that said venue is for any reason improper, inconvenient, prejudicial or otherwise inappropriate (including, without limitation, any claim under the judicial doctrine of forum non conveniens).
Should any one or more provisions of this Guaranty be determined to be illegal or unenforceable, all other provisions shall nevertheless be effective.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, each of the undersigned has executed this Guaranty effective as of the date of the Franchise Agreement.
Source: Item 23 — RECEIPTS (FDD pages 49–200)
What This Means (2025 FDD)
According to the 2025 Buns On Fire Franchise Disclosure Document, the Guaranty agreement specifies that any litigation arising from or related to the Guaranty will be exclusively instituted in a court of competent jurisdiction in Cook County, Illinois. The guarantor agrees that any dispute regarding the venue will be submitted to and resolved exclusively by a court of competent jurisdiction in Cook County, Illinois, and waives any claim that this venue is improper or inappropriate.
However, the FDD also includes addenda for specific states that modify these terms. For instance, the Illinois addendum states that any provision in the franchise agreement that designates jurisdiction and venue in a forum outside of Illinois is void. But, the agreement may provide for arbitration to take place outside of Illinois. Similarly, for Maryland franchisees, the standard venue clause in Section 24.10.4 of the Franchise Agreement, which limits venue to the location of the franchisor's principal place of business, is deleted.
For a prospective Buns On Fire franchisee, this means that the location for resolving disputes can vary depending on the state where the franchise is located and the specific agreement in question (Franchise Agreement vs. Guaranty). It is important to carefully review the relevant state addendum and understand how it modifies the standard terms of the Franchise Agreement, especially regarding dispute resolution. Franchisees should seek legal counsel to fully understand their rights and obligations related to venue and jurisdiction.