What does the amendment to the Amorino franchise agreement say about statements made by the franchisor?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
Amendment:
"No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee 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 any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise."
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, the amendment to the franchise agreement addresses the legal effect of statements made by the franchisor or its representatives. Specifically, it clarifies that no statement, questionnaire, or acknowledgment signed by a franchisee at the start of the franchise relationship can waive claims under applicable state franchise law. This includes claims related to fraud in the inducement, meaning a franchisee cannot be forced to disclaim reliance on statements made by Amorino or those acting on its behalf. This amendment is designed to protect franchisees from unknowingly giving up their legal rights based on statements made during the franchise sales process.
This provision is significant for prospective Amorino franchisees because it ensures they retain the right to pursue legal action if they believe they were misled by the franchisor's statements. It prevents Amorino from using standard contract language to shield itself from liability for misrepresentations made to induce someone to buy a franchise. The amendment explicitly states that it supersedes any other conflicting terms in any document related to the franchise agreement, reinforcing its importance.
In essence, this amendment aims to provide franchisees with a degree of legal protection against potentially misleading statements made by Amorino during the franchise sales process. It ensures that franchisees' rights under state franchise laws are preserved and cannot be waived through standard contractual clauses. This type of provision is not uncommon in franchise agreements, as many states have franchise laws designed to protect franchisees from unfair practices.