Under what condition would a Carbones Pizzeria franchise dispute be venued in a court outside of Minnesota?
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 sole forum for resolving disputes will be the state and federal courts of Minnesota, specifically in Ramsey County. Franchisees, their owners, and guarantors agree to this venue and waive objections to jurisdiction or venue in these courts.
However, there are two exceptions to this rule. First, if Minnesota courts lack jurisdiction over a party whose involvement is integral to the litigation (and not simply to circumvent the Minnesota venue), the action may be venued in any court with jurisdiction over all parties and a significant connection to them. Second, if either party seeks injunctive relief, they may initiate the action in the county where the other party has their principal office. For a franchisee, this would be the county where they are domiciled or where the restaurant is located.
In practical terms, this means that if a Carbones Pizzeria franchisee is not a resident of Minnesota and the restaurant is not located in Minnesota, they waive the protections of the Minnesota Franchise Act. Furthermore, if there is a state law governing franchise relationships in the state where the restaurant is located, that law will take precedence.