For actions including injunctive relief, can Crave bring action in any court with jurisdiction?
Crave Franchise · 2025 FDDAnswer from 2025 FDD Document
- d. THIS AGREEMENT SHALL BE INTERPRETED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT REFERENCE TO DELAWARE CHOICE OF LAW PRINCIPLES. COVENANTOR HEREBY IRREVOCABLY SUBMITS HIMSELF OR HERSELF TO THE JURISDICTION OF THE STATE AND FEDERAL COURTS OF THE STATE OF DELAWARE. COVENANTOR HEREBY WAIVES ALL QUESTIONS OF PERSONAL JURISDICTION OR VENUE FOR THE PURPOSE OF CARRYING OUT THIS PROVISION. COVENANTOR HEREBY AGREES THAT SERVICE OF PROCESS MAY BE MADE UPON COVENANTOR IN ANY PROCEEDING RELATING TO OR ARISING UNDER THIS AGREEMENT OR THE RELATIONSHIP CREATED BY THIS AGREEMENT BY ANY MEANS ALLOWED BY DELAWARE OR FEDERAL LAW. COVENANTOR FURTHER AGREES THAT VENUE FOR ANY PROCEEDING RELATING TO OR ARISING OUT OF THIS AGREEMENT SHALL BE IN DELAWARE; PROVIDED, HOWEVER, WITH RESPECT TO ANY ACTION THAT INCLUDES INJUNCTIVE RELIEF OR OTHER EXTRAORDINARY RELIEF, FRANCHISOR MAY BRING SUCH ACTION IN ANY COURT IN ANY STATE THAT HAS JURISDICTION.
Source: Item 23 — RECEIPTS (FDD pages 63–253)
What This Means (2025 FDD)
According to Crave's 2025 Franchise Disclosure Document, in certain legal actions that include injunctive relief or other extraordinary relief, Crave has the option to bring such action in any court in any state that has jurisdiction. However, the standard venue for proceedings related to the franchise agreement is Delaware. This means that while franchisees generally must resolve disputes in Delaware courts, Crave retains the flexibility to pursue injunctive relief in other jurisdictions if necessary.
This clause is significant for prospective franchisees as it outlines the legal landscape for dispute resolution. While most legal matters will be handled in Delaware, Crave can choose a different venue for actions involving injunctive relief. This could potentially place a franchisee at a disadvantage, as they may need to defend themselves in a court outside of Delaware.
Franchisees should be aware of this clause and consider the potential costs and logistical challenges of litigating in a different state. It is advisable to seek legal counsel to fully understand the implications of this venue provision and how it might affect their rights and obligations under the franchise agreement. This is a fairly common clause in franchise agreements, as it allows the franchisor to protect its brand and system standards effectively.