Are there any circumstances under which Alloy can repurchase a franchisee's business in Washington, even without the franchisee's consent?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
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.
Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, the Washington Addendum modifies the standard franchise agreement for franchisees in Washington. Specifically, RCW 19.100.180, part of the Washington Franchise Investment Protection Act, may supersede provisions in the franchise agreement concerning the franchisee's relationship with Alloy, including termination and renewal rights. This means that Washington state law could provide franchisees with additional protections or restrictions compared to the standard agreement. 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.
In practical terms, this means that Alloy's ability to repurchase a franchise in Washington, even without the franchisee's consent, could be limited or altered by Washington state law. The Franchise Investment Protection Act and relevant court decisions could grant franchisees certain rights that override the standard franchise agreement. Therefore, a franchisee in Washington might have more leverage in negotiations or legal challenges related to termination or repurchase than franchisees in other states.
Prospective Alloy franchisees in Washington should carefully review the Washington Franchise Investment Protection Act (RCW 19.100.180) and consult with an attorney to understand their rights and obligations under Washington law. They should also be aware of any relevant court decisions that could impact their relationship with Alloy. Understanding these state-specific regulations is crucial for making informed decisions about investing in an Alloy franchise in Washington.