For Churchs Chicken franchises in Illinois, is a clause designating jurisdiction or venue outside of Illinois enforceable?
Churchs_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
The following paragraphs are added after Item 23:
THESE FRANCHISES WILL BE/HAVE BEEN FILED UNDER THE FRANCHISE INVESTMENT LAW OF THE STATE OF HAWAII. FILING DOES NOT CONSTITUTE APPROVAL, RECOMMENDATION OR ENDORSEMENT BY THE DIRECTOR OF COMMERCE AND CONSUMER AFFAIRS OR A FINDING BY THE DIRECTOR OF COMMERCE AND CONSUMER AFFAIRS THAT THE INFORMATION PROVIDED HEREIN IS TRUE, COMPLETE AND NOT MISLEADING.
THE FRANCHISE INVESTMENT LAW MAKES IT UNLAWFUL TO OFFER OR SELL ANY FRANCHISE IN THIS STATE WITHOUT FIRST PROVIDING TO THE PROSPECTIVE FRANCHISEE, OR SUBFRANCHISOR, AT LEAST SEVEN DAYS PRIOR TO THE EXECUTION BY THE PROSPECTIVE FRANCHISEE OF ANY BINDING FRANCHISE OR OTHER AGREEMENT, OR AT LEAST SEVEN DAYS PRIOR TO THE PAYMENT OF ANY CONSIDERATION BY THE FRANCHISEE, OR SUBFRANCHISOR, WHICHEVER OCCURS FIRST, A COPY OF THE DISCLOSURE DOCUMENT, TOGETHER WITH A COPY OF ALL PROPOSED AGREEMENTS RELATING TO THE SALE OF THE FRANCHISE.
THIS DISCLOSURE DOCUMENT CONTAINS A SUMMARY ONLY OF CERTAIN MATERIAL PROVISIONS OF THE FRANCHISE AGREEMENTS. YOU SHOULD REFER TO THE CONTRACT OR AGREEMENT FOR A STATEMENT OF ALL RIGHTS, CONDITIONS, RESTRICTIONS AND OBLIGATIONS OF BOTH THE FRANCHISOR AND THE FRANCHISEE.
Registered agent in the state authorized to receive service of process: Commissioner of Securities, Department of Commerce and Consumer Affairs, Business Registration Division, Securities Compliance Branch, 335 Merchant Street, Room 203, Honolulu, Hawaii 96813.
Illinois Disclosure
In recognition of the requirements of the Illinois Franchise Disclosure Act, 815 Ill. Comp. Stat. §§705/1 through 705/44, and the Rules and Regulations promulgated hereunder by the Illinois Attorney General, Ill. Admin. Code tit. 14 §§ 200.1 through 200.120, the Cajun Global LLC Franchise Disclosure Document for the offer of Church's Texas Chicken franchises for use in the State of Illinois shall be amended as follows:
- Risk Factors, Cover Page. The following statement is added at the end of the first risk factor on the cover page:
SECTION 4 OF THE ILLINOIS FRANCHISE DISCLOSURE ACT PROVIDES THAT ANY PROVISION IN A FRANCHISE AGREEMENT THAT DESIGNATES JURISDICTION OR VENUE IN A FORUM OUTSIDE OF ILLINOIS IS VOID WITH RESPECT TO ANY CAUSE OF ACTION THAT OTHERWISE IS ENFORCEABLE IN ILLINOIS.
The following statement is added at the end of the second risk factor on the cover page:
NOTWITHSTANDING THE FOREGOING, ILLINOIS LAW SHALL GOVERN THE FRANCHISE AND DEVELOPMENT AGREEMENTS.
- Item 17 shall be amended by the addition of the following:
Any provision in the Development Agreement or the Franchise Agreement that designates jurisdiction or venue in a forum outside of Illinois is void with respect to any action that is otherwise enforceable in Illinois. In addition, Illinois law will govern the Development Agreement and the Franchise Agreement.
In conformance with Section 41 of the Illinois Franchise Disclosure Act any condition, stipulation or provision purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise Disclosure Act or any other law of Illinois is void.
- Each provision of this Illinois Disclosure shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Illinois Franchise Disclosure Act are met independently without reference to this Illinois Disclosure.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 50–55)
What This Means (2025 FDD)
According to the 2025 Churchs Chicken Franchise Disclosure Document, any clause within the franchise agreement that designates jurisdiction or venue outside of Illinois is void with respect to any cause of action that is otherwise enforceable in Illinois. This protection is explicitly stated in both the risk factors on the cover page and within Item 17 of the FDD, which addresses dispute resolution. Furthermore, Illinois law governs both the Franchise Agreement and the Development Agreement for Churchs Chicken franchises within the state.
This means that if an Illinois Churchs Chicken franchisee has a legal dispute that is enforceable in Illinois, they cannot be forced to litigate the matter in another state, such as Georgia where Churchs Chicken's principal office is located. The franchisee retains the right to pursue legal action within Illinois, and Illinois law will be applied to the case. This is a significant protection for franchisees, as it ensures they are not disadvantaged by having to travel to a distant location or navigate unfamiliar legal systems.
The Illinois Franchise Disclosure Act also ensures that any attempt to waive compliance with Illinois law is void. This prevents Churchs Chicken from including clauses that might pressure franchisees into relinquishing their rights under Illinois law. This provision reinforces the franchisee's ability to operate under the legal protections afforded by the state.
In summary, the Illinois Disclosure explicitly overrides standard clauses in the Churchs Chicken franchise agreement, ensuring that Illinois franchisees have the right to resolve disputes in Illinois under Illinois law. This addendum provides a more level playing field for franchisees, preventing franchisors from imposing unfavorable legal conditions.