What is the effect of deleting subsection 9.3(c) in the Augusta Lawn Care franchise agreement?
Augusta_Lawn_Care Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Under Section 9.3 of the Agreement, under the heading "Conditions of Transfer," the subsection 9.3(c) shall be deleted in its entirety and shall have no force or effect, and the following shall be substituted in lieu thereof:
- (c) That the transferor shall have executed a general release, in a form prescribed by Augusta Franchise LLC, of any and all claims against Augusta Franchise LLC and its affiliates, and their respective officers, directors, agents, shareholders, and employees, provided, however, that all rights enjoyed by Franchisee/transferor, and any causes of action arising in its favor from the provisions of New York General Business Law Sections 680-695, and the regulations issued thereunder, shall remain in force, it being the intent of this provision that the non-waiver provisions of New York General Business Law Sections 687.4 and 687.5 be satisfied.
Source: Item 23 — RECEIPTS (FDD pages 44–184)
What This Means (2025 FDD)
According to the 2025 Augusta Lawn Care Franchise Disclosure Document, subsection 9.3(c) of the franchise agreement, which falls under the heading "Conditions of Transfer," is deleted in its entirety and replaced with a new subsection. The original subsection 9.3(c) required the transferor to execute a general release of all claims against Augusta Lawn Care.
The revised subsection 9.3(c) still requires the transferor to execute a general release, in a form prescribed by Augusta Franchise LLC, of any and all claims against Augusta Franchise LLC and its affiliates, and their respective officers, directors, agents, shareholders, and employees. However, it includes a crucial exception: all rights enjoyed by the Franchisee/transferor, and any causes of action arising in its favor from the provisions of New York General Business Law Sections 680-695, and the regulations issued thereunder, shall remain in force. This addition ensures compliance with the non-waiver provisions of New York General Business Law Sections 687.4 and 687.5.
In practical terms, this means that while a franchisee transferring their Augusta Lawn Care franchise must generally release the franchisor from claims, they retain specific rights and causes of action under New York law if applicable. This is particularly relevant if the franchisee is domiciled in New York or the Augusta Lawn Care business will be opening in New York, as Augusta Lawn Care is required to furnish a New York prospectus to every prospective franchisee protected under the New York General Business Law, Article 33. This amendment provides additional protection to franchisees operating in or transferring franchises in New York, ensuring their rights under New York law are not waived during the transfer process.