For the purpose of venue for injunctive relief against a Carbones Pizzeria franchisee, what determines the franchisee's principal office?
Carbones_Pizzeria Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor and Franchisee (and Franchisee's owners and guarantors) each agree that if litigation is commenced, the sole forum for resolving disputes under this Agreement or any aspect of the relationship between the parties shall be the state and federal courts of Minnesota. Such actions shall be exclusively venued in the state or federal courts located in Ramsey County, Minnesota, and the parties waive any objections they may have to either the jurisdiction or the venue in such courts and hereby consent to personal jurisdiction and venue in such courts. The only exception to the foregoing shall be: (1) if the courts of Minnesota would have no jurisdiction over a named party in the litigation, and such party's involvement in the litigation is integral to the underlying claims and not principally for the purpose of circumventing the intent of the parties to name Minnesota as the exclusive venue for any actions, then the action may be venued in any court having jurisdiction over all the parties and a significant nexus to the parties; and (2) to the extent that either party believes it is necessary to seek injunctive relief against the other, the party seeking relief may initiate that action in the county in which the other party has its principal office (which in the case of an action against Franchisee, shall be the county in which Franchisee is domiciled, or the county in which the Restaurant is located).
Source: Item 23 — RECEIPTS (FDD pages 30–116)
What This Means (2025 FDD)
According to the 2025 Carbones Pizzeria Franchise Disclosure Document, the location of a franchisee's principal office, for the purpose of seeking injunctive relief, is determined by the county in which the franchisee is domiciled or the county in which the restaurant is located. This definition is relevant when Carbones Pizzeria seeks a court order (injunctive relief) against a franchisee.
This means that if Carbones Pizzeria needs to sue a franchisee to stop them from violating the franchise agreement (for example, misusing trademarks or trade secrets), the lawsuit can be filed in the county where the franchisee lives or where their Carbones Pizzeria restaurant is located. This provides Carbones Pizzeria with options regarding where to bring a legal action.
For a prospective franchisee, this clause means they could be sued in their home county or the county where their restaurant is located, which might be different. It is important to understand that this clause does not apply to all litigation, but specifically to actions where Carbones Pizzeria is seeking injunctive relief. Franchisees should consider this when assessing the potential costs and inconveniences of legal disputes with Carbones Pizzeria.