What is the effect of a disclaimer signed by an Aerus franchisee regarding reliance on statements made by the franchisor in California?
Aerus Franchise · 2025 FDDAnswer from 2025 FDD Document
No disclaimer, questionnaire, clause, or statement signed by a franchisee in connection with the commencement of the franchise relationship shall be construed or interpreted as waiving any claim of fraud in the inducement, whether common law or statutory, or as disclaiming reliance on or the right to rely upon any statement made or information provided by any franchisor, broker or other person acting on behalf of the franchisor that was a material inducement to a franchisee's investment. This provision supersedes any other or inconsistent term of any document executed in connection with the franchise.
Source: Item 23 — Receipts (FDD pages 74–305)
What This Means (2025 FDD)
According to Aerus's 2025 Franchise Disclosure Document, a disclaimer, questionnaire, clause, or statement signed by an Aerus franchisee in California cannot waive claims of fraud or disclaim reliance on statements made by Aerus or its representatives if those statements were a material inducement to the franchisee's investment. This protection applies whether the claim of fraud is based on common law or statutory grounds. This provision takes precedence over any conflicting terms in any document related to the franchise agreement.
This means that even if an Aerus franchisee signs a document stating they did not rely on certain statements or information from Aerus, they can still bring a claim of fraud against Aerus if they can prove that the statements were indeed a material factor in their decision to invest in the franchise. This is a significant protection for franchisees, as it prevents Aerus from using disclaimers to shield itself from liability for misrepresentations made during the franchise sales process.
This type of provision is common in franchise agreements, particularly in states like California that have strong franchise protection laws. It aims to ensure that franchisees are not pressured into waiving their rights and that they can hold franchisors accountable for their representations. Prospective Aerus franchisees in California should be aware of this protection and understand that they have the right to rely on the information provided by Aerus when making their investment decision.