What is the implication if an All County franchisee in Maryland signs a statement that disclaims reliance on the franchisor's statements?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
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- No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 22 — Contracts (FDD page 43)
What This Means (2025 FDD)
According to All County's 2025 Franchise Disclosure Document, if a franchisee in Maryland signs a statement, questionnaire, or acknowledgment that disclaims reliance on any statement made by All County, its franchise seller, or anyone acting on their behalf, that disclaimer will not be legally effective. This protection extends to claims under any applicable state franchise law, including claims of fraud in the inducement. This means that even if a franchisee signs a document suggesting they did not rely on the franchisor's statements, they can still pursue legal action based on those statements. This provision overrides any conflicting terms in any document related to the franchise agreement.
This addendum is specifically designed to comply with Maryland statutes and regulations, ensuring that franchisees in Maryland retain their rights under the Maryland Franchise Registration and Disclosure Law. This protection is crucial because it prevents All County from using standardized documents to shield themselves from liability for misrepresentations or misleading statements made during the franchise sales process. The Maryland-specific addendum to the All County franchise agreement explicitly states that no such disclaimer will waive a franchisee's rights to make claims against the franchisor.
In practical terms, this means that a prospective All County franchisee in Maryland should still carefully document all statements and promises made by the franchisor during the sales process, even if they are later asked to sign a document disclaiming reliance on those statements. This documentation could be vital if the franchisee later needs to pursue a claim of fraud or misrepresentation. This provision ensures that All County franchisees in Maryland are not unfairly disadvantaged by contractual language that might otherwise limit their legal recourse.
This protection is a significant benefit for All County franchisees in Maryland, as it aligns with the state's franchise laws designed to protect franchisees from potential misconduct by franchisors. It is important for prospective franchisees to understand this provision and to seek legal counsel to fully understand their rights and obligations under the franchise agreement.