If an Alloy franchisee brings an action in Washington, does the Washington Franchise Investment Protection Act apply?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
rea Development Agreement to the contrary, the Agreement is amended as follows:
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- Section 3, Development Fee, is amended to include the following statement: The Virginia State Corporation Commission's Division of Securities and Retail Franchising requires us to defer payment of the initial franchise fee and other initial payments owed by franchisee to the franchisor until the franchisor has completed its pre-opening obligations under the area development agreement.
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- In all other respects, the Area Development Agreement will be construed and enforced according to its terms.
Each of the undersigned hereby acknowledges having read and understood this Addendum and consents to be bound by all of its terms.
FRANCHISOR: Alloy Personal Training, LLC DEVELOPER:
WASHINGTON ADDENDUM TO THE FRANCHISE DISCLOSURE DOCUMENT, THE FRANCHISE AGREEMENT, AND ALL RELATED AGREEMENTS
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Franchise Disclosure Document, the franchise agreement, and all related agreements regardless of anything to the contrary contained therein. This Addendum applies if: (a) the offer to sell a franchise is accepted in Washington; (b) the purchaser of the franchise is a resident of Washington; and/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
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- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
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- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise. There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor. Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
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Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, the Washington Addendum to the Franchise Disclosure Document, the franchise agreement, and all related agreements applies if the offer to sell a franchise is accepted in Washington, the purchaser of the franchise is a resident of Washington, and/or the franchised business is to be located or operated, wholly or partly, in Washington. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act will prevail.
Specifically, if litigation is not precluded by the franchise agreement, a franchisee may bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington. This means that if an Alloy franchisee in Washington brings a legal action related to the franchise sale or a violation of the Act, the case can be heard in Washington, and the Washington Franchise Investment Protection Act will govern the legal proceedings.
Furthermore, any release or waiver of rights that requires a franchisee to waive compliance with any provision under the Washington Franchise Investment Protection Act is void unless it meets specific conditions. This includes being part of a negotiated settlement after the agreement is in effect and having both parties represented by independent counsel, as per RCW 19.100.220(2). Similarly, any release or waiver executed during a renewal or transfer of a franchise is also void unless it meets the same conditions. Provisions in the franchise agreement that unreasonably restrict the statute of limitations for claims under the Washington Franchise Investment Protection Act or limit rights or remedies under the Act, such as the right to a jury trial, may not be enforceable.