factual

In the All States M.E.D. Franchise Agreement's General Release, what is the effect of the Releasor's consent to the Releasee's assumption of rights?

All_States_M_E_D Franchise · 2024 FDD

Answer from 2024 FDD Document

Agreement will not violate any other agreement or commitment to which Franchisee or any holder of a legal or beneficial interest in Franchisee is a party.

IN WITNESS WHEREOF the parties hereto, intending to be legally bound hereby have duly executed this Agreement.

ALL STATES M.E.D. FRANCHISING, LLC [FRANCHISEE]
By: By:
Print Name: Print Name:
Title: Title:

SCHEDULE 1 TO THE FRANCHISE AGREEMENT GENERAL RELEASE

THIS RELEASE is made and given by
, ("Releasor") with reference to the
following facts:
1. franchise agreements. Releasor and All States M.E.D. Franchising, LLC (Releasee) are parties to one or more
2. The following consideration is given:
the execution by Releasor of a successor Franchise Agreement or other
renewal documents renewing the franchise (the "Franchise"); or
Releasor's consent to Releasee's transfer of its rights and duties under the
Franchise Agreement; or
Releasor's consent to Releasee's assumption of rights and duties under the
Franchise Agreement; or
[insert description]
    1. Release- Franchisee and all of Franchisee's guarantors, members, officers, directors, employees, agents, successors, assigns and affiliates fully and finally release and forever discharge Releasee, its past and present agents, employees, officers, directors, members, Franchisees, successors, assigns and affiliates (collectively "Released Parties") from any and all claims, actions, causes of action, contractual rights, demands, damages, costs, loss of services, expenses and compensation which Franchisee could assert against Released Parties or any of them up through and including the date of this Release.
    1. THIS IS A SPECIFIC RELEASE GIVING UP ALL RIGHTS WITH RESPECT TO THE TRANSACTIONS OR OCCURRENCES THAT ARE BEING RELEASED UNDER THIS AGREEMENT.
    1. California Releasor- You represent and warrant that YOU EXPRESSLY WAIVE ANY AND ALL RIGHTS AND BENEFITS UNDER CALIFORNIA CIVIL CODE §1542, which provides as follows:

A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.

6.

Source: Item 23 — RECEIPTS (FDD pages 44–174)

What This Means (2024 FDD)

According to All States M.E.D.'s 2024 Franchise Disclosure Document, the General Release involves the Releasor (likely the franchisee) and All States M.E.D. Franchising, LLC (the Releasee). The execution of a successor Franchise Agreement, the franchisee's consent to the transfer of rights and duties, or the franchisee's consent to the assumption of rights and duties under the Franchise Agreement by the Releasee, all serve as consideration for the release. This means that if a franchisee consents to All States M.E.D. transferring or assigning its rights and duties to another party, this consent triggers the release.

The franchisee, along with their guarantors, members, officers, directors, employees, agents, successors, assigns, and affiliates, fully and finally releases and forever discharges All States M.E.D. and its associated parties from all claims, actions, and demands they could assert up to the date of the release. This release specifically gives up all rights with respect to the transactions or occurrences being released under the agreement.

However, the release does not apply to liabilities arising under specific state franchise laws, including those in California, Indiana, Maryland, Michigan, Minnesota, North Dakota, Rhode Island, and Washington. Additionally, the franchisee must comply with all applicable post-termination or post-transfer obligations as outlined in the Franchise Agreement. This indicates that while the general release is broad, it has specific limitations and does not absolve the franchisee of their responsibilities following the termination or transfer of the franchise.

Disclaimer: This information is extracted from the 2024 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.
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