In disputes involving Hardees, where must the Developer file suit against HR?
Hardees Franchise · 2025 FDDAnswer from 2025 FDD Document
- B. The parties agree that, to the extent any disputes cannot be resolved directly between them, Developer shall file any suit against HR only in the federal or state court having jurisdiction where HR's principal offices are located at the time suit is filed.
HR may file suit in the federal or state court located in the jurisdiction where its principal offices are located at the time suit is filed or in the jurisdiction where Developer resides or does business or where the Development Territory or any Franchised Restaurant is or was located or where the claim arose.
Developer consents to the personal jurisdiction of those courts over Developer and venue in those courts.
- D. Developer and HR waive, to the fullest extent permitted by law, any right or claim of any consequential, punitive or exemplary damages against each other and agree that, in the event of a dispute between them, each shall be limited to the recovery of actual damages sustained by it. Developer and HR waive, to the fullest extent permitted by law, the right to bring, or be a class member in, any class action suits and the right to trial by jury.
Source: Item 23 — Receipts (FDD pages 85–541)
What This Means (2025 FDD)
According to Hardees's 2025 Franchise Disclosure Document, the Developer, in the event of a dispute that cannot be resolved directly, is required to file suit against HR (presumably Hardees Restaurants) in a specific jurisdiction. The suit must be filed in the federal or state court that has jurisdiction over the location of HR's principal offices at the time the suit is initiated. This means the Developer must ascertain where Hardees's main offices are located when initiating legal action.
Conversely, Hardees has more flexibility regarding where it can file a lawsuit against the Developer. Hardees may file suit in the federal or state court located in the jurisdiction where its principal offices are located. Alternatively, Hardees can choose to file suit where the Developer resides or conducts business, where the Development Territory or any Franchised Restaurant is or was located, or where the claim originated.
The Developer, by agreeing to the terms of the franchise agreement, consents to the personal jurisdiction of the courts chosen by Hardees and agrees that venue is proper in those courts. This clause is significant as it limits the Developer's options for initiating legal action against Hardees while providing Hardees with several potential venues for suits against the Developer. Franchisees should carefully consider this forum selection clause and understand its implications before entering into the agreement.
Additionally, both Hardees and the Developer waive their rights to consequential, punitive, or exemplary damages against each other, limiting recovery to actual damages sustained. They also waive the right to participate in class action suits and the right to a jury trial. This mutual waiver further shapes the legal landscape of potential disputes, emphasizing direct damage recovery and potentially streamlining dispute resolution through bench trials or alternative methods.