For Spray Net, can the franchisor bring an action for injunctive relief in any state?
Spray_Net Franchise · 2025 FDDAnswer from 2025 FDD Document
- D. Injunctive Relief.
Franchisee acknowledges and agrees that irreparable harm could be caused to Franchisor by Franchisee's violation of certain provisions of this Agreement and, as such, in addition to any other relief available at law or equity, Franchisor shall be entitled to obtain in any court of competent jurisdiction, without bond, restraining orders or temporary or permanent injunctions in order to enforce, among other items, the provisions of this Agreement relating to: (i) Franchisee's use of the Proprietary Marks and Confidential Information (including any proprietary software used in connection with the Franchised Business); (ii) the in-term covenant not to compete, as well as any other violations of the restrictive covenants set forth in this Agreement; (iii) Franchisee's obligations on termination or expiration of this Agreement; (iv) disputes and controversies based on or arising under the Lanham Act, or otherwise involving the Proprietary Marks,
as now or hereafter amended; (v) disputes and controversies involving enforcement of the Franchisor's rights with respect to confidentiality under this Agreement; and (vi) to prohibit any act or omission by Franchisee or its employees that constitutes a violation of applicable law, threatens Franchisor's franchise system or threatens other franchisees of Franchisor. Franchisee's only remedy if such an injunction is entered will be the dissolution of the injunction, if appropriate, and Franchisee waives all damage claims if the injunction is wrongfully issued.
- E. Venue.
Subject to Sections 21(C) and 21(D) above, the parties agree that any actions arising out of or related to this Agreement must be initiated and litigated to conclusion exclusively in the state court of general jurisdiction in the County of New Castle, Delaware or, if appropriate, the United States District Court for the District of Delaware.
Franchisee acknowledges that this Agreement has been entered into in the State of Delaware, and that Franchisee is to receive valuable and continuing services emanating from Franchisor's presence in Delaware, including but not limited to training, assistance, support and the development of the System.
Source: Item 23 — RECEIPTS (FDD pages 75–219)
What This Means (2025 FDD)
According to Spray Net's 2025 Franchise Disclosure Document, the franchisor can seek injunctive relief in any court of competent jurisdiction for specific violations of the franchise agreement. These violations include the franchisee's misuse of proprietary marks and confidential information, breaches of the in-term covenant not to compete, and failure to meet obligations upon termination or expiration of the agreement. Additionally, Spray Net can pursue injunctive relief for disputes arising under the Lanham Act, controversies involving confidentiality rights, and actions by the franchisee or its employees that violate applicable law, threaten the franchise system, or harm other franchisees.
The FDD specifies that if an injunction is issued against a Spray Net franchisee, the franchisee's sole recourse is to seek dissolution of the injunction, if appropriate. The franchisee waives all rights to claim damages if the injunction is wrongfully issued. This clause emphasizes the franchisor's ability to quickly enforce key provisions of the agreement through injunctive relief, while limiting the franchisee's potential remedies.
The franchise agreement stipulates that any legal actions must be initiated and litigated exclusively in the state court of general jurisdiction in New Castle County, Delaware, or the United States District Court for the District of Delaware. The franchisee acknowledges that the agreement is entered into in Delaware and that they will receive ongoing services from Spray Net's presence in Delaware, including training, assistance, support, and system development. This venue clause concentrates legal proceedings in Delaware, which may present logistical and financial challenges for franchisees located in other states.