What is the legal effect of the All County Franchise Agreement addendum for Maryland?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
This Addendum pertains to residents of the State of Maryland and franchises to be located in the State of Maryland and is for the purpose of complying with Maryland statutes and regulations. Notwithstanding anything which may be contained in the body of the Franchise Agreement to the contrary, the Agreement is amended as follows:
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- Article 1.1 of the Franchise Agreement is deleted in its entirety.
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- Article 25.14 is amended to provide that you may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law.
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- Article 25.17 is amended to provide that any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the Franchise Agreement.
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- All representations requiring prospective franchisees to assent to a release, estoppel or waiver of liability are not intended to nor shall they act as a release, estoppel or waiver of liability incurred under the Maryland Franchise Registration and Disclosure Law.
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- Any general release required in the Franchise Agreement as a condition of renewal, sale, and/or assignment or transfer shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
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- No statement, questionnaire, or acknowledgement signed or agreed to by you 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 us, any franchise seller, or any other person acting on our behalf. 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, the addendum to the Franchise Agreement for the state of Maryland modifies the standard agreement to comply with Maryland law and protect the rights of franchisees in that state. Specifically, the addendum ensures that Maryland franchisees can bring lawsuits in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law. It also clarifies that any general release required in the Franchise Agreement for renewal, sale, assignment, or transfer does not apply to liabilities under the Maryland Franchise Registration and Disclosure Law. Furthermore, any claims under this law must be brought within 3 years after the grant of the Franchise Agreement.
The addendum also addresses waivers and disclaimers. It states that no statement, questionnaire, or acknowledgment signed by a franchisee can waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by All County or its representatives. This provision supersedes any other conflicting terms in the franchise documents, providing additional protection to the franchisee.
In addition, the addendum explicitly states that representations requiring prospective franchisees to agree to a release, estoppel, or waiver of liability do not act as a release, estoppel, or waiver of liability incurred under the Maryland Franchise Registration and Disclosure Law. This ensures that franchisees' rights under Maryland law are preserved, regardless of any general waivers or releases included in the standard Franchise Agreement. Article 1.1 of the Franchise Agreement is deleted in its entirety. Article 25.14 is amended to provide that you may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law. Article 25.17 is amended to provide that any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the Franchise Agreement.