Where is the venue for any legal proceeding against an Ella Cafe franchisee if not resolved through mediation?
Ella_Cafe Franchise · 2024 FDDAnswer from 2024 FDD Document
Litigation**.
To the extent that litigation is permitted in accordance with the above provisions, or in the event that any claim or controversy is not finally resolved through mediation, then the following provisions will apply:
- (a) **JURISDICTION AND VENUE.
FOR ANY CLAIMS, CONTROVERSIES, AND/OR DISPUTES WHICH ARE NOT FINALLY RESOLVED THROUGH MEDIATION AS PROVIDED ABOVE, FRANCHISEE, OWNERS, AND PRINCIPALS IRREVOCABLY SUBMIT THEMSELVES TO THE JURISDICTION OF THE STATE AND THE FEDERAL DISTRICT COURTS LOCATED IN THE STATE, COUNTY, OR JUDICIAL DISTRICT IN WHICH FRANCHISOR'S PRINCIPAL PLACE OF BUSINESS IS LOCATED.
FRANCHISEE, OWNERS, AND PRINCIPALS HEREBY WAIVE ALL QUESTIONS OF PERSONAL JURISDICTION FOR THE PURPOSE OF CARRYING OUT THIS PROVISION AND AGREE THAT SERVICE OF PROCESS MAY BE MADE UPON ANY OF THEM IN ANY PROCEEDING RELATING TO OR ARISING OUT OF THIS AGREEMENT OR THE RELATIONSHIP CREATED HEREBY BY ANY MEANS ALLOWED BY FLORIDA OR FEDERAL LAW.
FRANCHISEE, OWNERS, AND PRINCIPALS FURTHER AGREE THAT VENUE FOR ANY SUCH PROCEEDING WILL BE THE COUNTY OR JUDICIAL DISTRICT IN WHICH FRANCHISOR'S PRINCIPAL PLACE OF BUSINESS IS LOCATED; PROVIDED, THAT FRANCHISOR MAY BRING ANY ACTION (i) FOR MONIES OWED, (ii) FOR INJUNCTIVE OR OTHER EXTRAORDINARY RELIEF OR (iii) INVOLVING POSSESSION OR DISPOSITION OF, OR OTHER RELIEF RELATING TO, REAL PROPERTY, THE MARKS, OR THE CONFIDENTIAL INFORMATION, IN ANY STATE OR FEDERAL DISTRICT COURT WHICH HAS JURISDICTION.**
Source: Item 22 — CONTRACTS (FDD page 50)
What This Means (2024 FDD)
According to Ella Cafe's 2024 Franchise Disclosure Document, if a claim or controversy is not resolved through mediation and litigation is permitted, franchisees, owners, and principals must submit to the jurisdiction of the state and federal district courts where Ella Cafe's principal place of business is located. Franchisees also waive any objections to personal jurisdiction. The venue for any legal proceeding will be the county or judicial district in which Ella Cafe's principal place of business is located.
However, Ella Cafe retains the right to bring certain actions in any state or federal district court that has jurisdiction. These actions include those for monies owed, for injunctive or other extraordinary relief, or involving possession or disposition of real property, the marks, or confidential information.
This means that as an Ella Cafe franchisee, you may be required to litigate disputes in the location of Ella Cafe's principal place of business, which may be different from where your franchise is located. This could increase your legal costs and inconvenience if a dispute arises. It is typical in franchising for the venue of disputes to be the location of the franchisor's principal place of business, as this simplifies legal proceedings for the franchisor.