If a statement in an Aw franchise document contradicts the provision about waiving claims or disclaiming reliance, which provision prevails?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
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 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, any statement, questionnaire, or acknowledgment signed by a franchisee regarding the franchise relationship cannot waive claims under state franchise law, including fraud, or disclaim reliance on statements made by Aw or its representatives. This specific provision takes precedence over any other conflicting terms in any document related to the franchise agreement. This means that Aw franchisees retain their rights and protections under applicable state franchise laws, regardless of any waivers or disclaimers they may have signed.
This clause is designed to protect franchisees from inadvertently relinquishing their legal rights. It ensures that franchisees can pursue claims against Aw for violations of franchise law, even if they have signed documents that appear to waive those rights. This protection extends to claims of fraud in the inducement, meaning that franchisees can claim they were misled into entering the franchise agreement.
For a prospective Aw franchisee, this is a significant safeguard. It provides assurance that they are not giving up their legal recourse by signing the franchise agreement or related documents. This clause promotes transparency and fairness in the franchise relationship, ensuring that Aw cannot use waivers or disclaimers to shield itself from liability for unlawful conduct. Franchisees should still carefully review all documents and seek legal advice to fully understand their rights and obligations, but this provision offers an additional layer of protection.