What is the effect of the Washington Franchise Investment Protection Act on provisions stating that Angry Chickz may exercise its discretion on the basis of its reasonable business judgment?
Angry_Chickz Franchise · 2025 FDDAnswer from 2025 FDD Document
| THIS ADDENDUM is entered into as of, 20 between ANGRY | ||
|---|---|---|
| CHICKZ FRANCHISING LLC, a California limited liability company ("Company"), and , a ("Franchisee"), with reference to the | ||
| following: | ||
| The provisions of this Addendum form an integral part of, and are incorporated into, the Development Agreement. This Addendum is being executed because: (A) the offer or sale of a franchise to you was made in the State of Virginia; (B) you are a resident of the State of Virginia; | ||
| and/or (C) the franchised business will be located in the State of Virginia. | ||
| 1. | Payment of all initial fees payable under the Area Development Agreement is deferred | |
| until Franchisor has satisfied its pre-opening obligations to you under the Area Development | ||
| Agreement and your first Angry Chickz business opens to the public. | ||
| 2. | 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. | ||
| Except as set forth herein, the Area Development Agreement shall be valid and enforceable | ||
| between the parties in accordance with its terms. | ||
| IN WITNESS WHEREOF, the parties have duly executed, sealed and delivered this Addendum | ||
| as of the Effective Date identified below. | ||
| "Company" | "Developer" | |
| ANGRY CHICKZ FRANCHISING LLC, | , | |
| a California limited liability company | [ ] an individual [ ] a general partnership; [ ] a limited partnership; | |
| By: | [ ] a limited liability company; | |
| Name: | [ ] a corporation; | |
| Its: | By: | |
| Date of signing: | Name: Its: Date of signing: |
ADDENDUM TO ANGRY CHICKZ FRANCHISING LLC DISCLOSURE DOCUMENT FOR THE STATE OF WASHINGTON
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Franchise Disclosure Document 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.
- 1. 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.
- 2. 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.
- **3.
Source: Item 23 — RECEIPTS (FDD pages 54–260)
What This Means (2025 FDD)
According to Angry Chickz's 2025 Franchise Disclosure Document, the Washington Franchise Investment Protection Act (WFIPA) can significantly impact provisions that allow Angry Chickz to use its discretion based on reasonable business judgment. Several clauses in the addendum for Washington franchisees address how the WFIPA interacts with the franchise agreement. Specifically, the addendum states that in case of conflicting laws, the WFIPA will take precedence over other provisions. This means that if a clause in the franchise agreement gives Angry Chickz discretion that is inconsistent with the WFIPA, the state law will govern.
Furthermore, the addendum highlights that RCW 19.100.180, which is part of the WFIPA, may supersede provisions in the franchise agreement regarding the franchisee's relationship with Angry Chickz, especially in areas like termination and renewal. Additionally, court decisions could also override aspects of the franchise agreement. This indicates that Angry Chickz's ability to exercise discretion is not absolute and is subject to legal limitations within Washington.
Moreover, any release or waiver of rights in the franchise agreement that attempts to waive compliance with the WFIPA is void, unless it meets specific conditions such as being part of a negotiated settlement with independent legal representation after the agreement is in effect, as per RCW 19.100.220(2). Provisions that unreasonably limit the statute of limitations for claims under the WFIPA or restrict rights and remedies under the Act, such as the right to a jury trial, may also be unenforceable. Therefore, Angry Chickz franchisees in Washington should be aware that the WFIPA provides them with certain protections that override conflicting terms in the franchise agreement, particularly those related to Angry Chickz's discretionary powers.