What state's laws govern the Carls Jr. agreement?
Carls_Jr Franchise · 2025 FDDAnswer from 2025 FDD Document
11. Governing Law and Jurisdiction.
- A. This Agreement and any claim or controversy arising out of, or relating to, the rights and obligations of the parties under this Agreement and any other claim or controversy between the parties will be governed by and construed in accordance with the laws of the State of Tennessee without regard to conflicts of laws principles. Nothing in this Section is intended, or will be deemed, to make any Tennessee law regulating the offer or sale of franchises or the franchise relationship applicable to this Agreement if such law would not otherwise be applicable.
- B. The parties agree that, to the extent any disputes cannot be resolved directly between them, Applicant and Other Individuals may file any suit against CJR only in the federal or state court
Source: Item 23 — RECEIPTS (FDD pages 76–364)
What This Means (2025 FDD)
According to the 2025 Carls Jr. Franchise Disclosure Document, the laws of Tennessee govern the franchise agreement. Specifically, the agreement and any disputes related to the rights and obligations of both parties will be interpreted under Tennessee law, without considering its conflict of laws principles. However, this does not automatically apply Tennessee franchise regulations if they wouldn't otherwise be applicable.
This means that if a franchisee has a legal issue with Carls Jr., the case will be subject to Tennessee law. This is important for prospective franchisees to understand, as the laws of Tennessee will dictate how the franchise agreement is interpreted and enforced. Franchisees may want to consult with an attorney familiar with Tennessee law to fully understand their rights and obligations under the agreement.
Carls Jr. also specifies the venue for lawsuits. Franchisees can only sue Carls Jr. in federal or state court where Carls Jr.'s principal offices are located. Carls Jr., however, can file suit against the franchisee in the jurisdiction where its principal offices are located, where the franchisee resides or does business, where the Development Territory or any Franchised Restaurant is or was located, or where the claim arose. Franchisees consent to the personal jurisdiction and venue of these courts.