Is the release of liability for Azal Coffee limited to known claims?
Azal_Coffee Franchise · 2024 FDDAnswer from 2024 FDD Document
- Release. As a condition to our consent to your transfer to the Buyer, you release and forever discharge us and our representatives, owners, employees, officers, agents and assigns from all liability, right, claim, debt and cause of action whatsoever, known or unknown, suspected or unsuspected, which you ever had, now have or may have at any time based on any agreement entered into between the parties on or before the date of this Agreement or based on any act or omission occurring on or before the date of this Agreement; provided, that nothing contained in this Section will affect your rights and obligations under this Agreement.
Source: Item 22 — CONTRACTS (FDD page 51)
What This Means (2024 FDD)
According to Azal Coffee's 2024 Franchise Disclosure Document, the release of liability extends to both known and unknown claims. Specifically, in the context of a franchise transfer, the franchisee agrees to release Azal Coffee from any and all liabilities, rights, claims, debts, and causes of action, whether known or unknown, suspected or unsuspected. This release covers any agreement entered into between the parties or any act or omission occurring on or before the date of the agreement.
This means that a franchisee who is transferring their franchise is giving up any right to sue Azal Coffee for anything that has happened up to the date of the transfer, regardless of whether they are currently aware of the issue or not. This could include potential claims that the franchisee doesn't even know exist at the time of the transfer.
However, the release does not affect the franchisee's rights and obligations under the Franchise Agreement itself. This suggests that certain ongoing responsibilities or rights might persist despite the release. A prospective franchisee should seek legal counsel to fully understand the implications of this release, especially concerning potential future disputes or liabilities that could arise from past actions or agreements.