Does the General Release in the All States M.E.D. Franchise Agreement release past affiliates of the Releasee?
All_States_M_E_D Franchise · 2024 FDDAnswer from 2024 FDD Document
-
- 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.
-
- THIS IS A SPECIFIC RELEASE GIVING UP ALL RIGHTS WITH RESPECT TO THE TRANSACTIONS OR OCCURRENCES THAT ARE BEING RELEASED UNDER THIS AGREEMENT.
-
- 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.
- The above Release shall not apply to any liabilities arising under the California Franchise Investment Law, the California Franchise Relations Act, Indiana Code § 23-2-2.5.1 through 23-2-2.7-7, the Maryland Franchise Registration and Disclosure Law, Michigan
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 within the Franchise Agreement does extend to past affiliates of the Releasee. Specifically, the release covers the franchisee and all of the franchisee's guarantors, members, officers, directors, employees, agents, successors, assigns, and affiliates. These parties release and discharge the Releasee, which includes its past and present agents, employees, officers, directors, members, franchisees, successors, assigns, and affiliates, collectively referred to as "Released Parties".
This release encompasses any and all claims, actions, causes of action, contractual rights, demands, damages, costs, loss of services, expenses, and compensation that the franchisee could assert against the Released Parties up to and including the date of the release. This broad scope means that franchisees are giving up their rights to pursue legal action against a wide range of individuals and entities associated with All States M.E.D., including those with past affiliations.
However, the FDD also notes some exceptions to this general release. For example, the release does not apply to liabilities arising under specific state franchise laws such as the California Franchise Investment Law, the California Franchise Relations Act, and similar laws in Indiana, Maryland, Michigan, Minnesota, North Dakota, Rhode Island, and Washington. This ensures that franchisees retain certain statutory rights despite signing the general release.
Prospective franchisees should carefully consider the implications of this release, particularly concerning any potential claims they might have against All States M.E.D. or its related parties. It is advisable to consult with a legal professional to fully understand the scope and impact of the release before signing the Franchise Agreement.