What is the effect of the California Rider on Section 19.1.l of the Bambu Franchise Agreement?
Bambu Franchise · 2025 FDDAnswer from 2025 FDD Document
- Release. Franchisee, for itself and its affiliates, and their respective current and former successors, assigns, officers, shareholders, directors, members, managers, agents, heirs and personal representatives ("Franchisee Affiliates"), hereby fully and forever unconditionally releases and discharges Bambu and its affiliates, and their respective successors, assigns, agents, representatives, employees, officers, shareholders, directors, members, managers and insurers (collectively referred to as "Bambu Affiliates") from any and all claims, demands, obligations, actions, liabilities and damages of every kind and nature whatsoever ("Released Claims"), in law or in equity, whether known or unknown, which Franchisee or the Franchisee Affiliates may now have against Bambu or the Bambu Affiliates or which may hereafter be discovered. Without limiting the foregoing, Released Claims includes, but is not limited to, all claims, demands, obligations, actions, liabilities and damages, known or unknown, in any way arising from or relating to: (i) any relationship or transaction with Bambu or the Bambu Affiliates, (ii) the Franchise Agreement or any related agreements, and (iii) the franchise relationship, from the beginning of time until the date of this Release.
[APPLIES ONLY IN CALIFORNIA] 1.(a) Release of Unknown Claims and Waiver of California Law. Franchisee and the Franchisee Affiliates acknowledge that they are aware and informed that the laws of California may purport to limit or reduce the effect of a general release with respect to claims not known or suspected by them at the time of execution of the Release, such as Section 1542 of the Civil Code of the State of California, which provides as follows:
"A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release which, if known by him, must have materially affected the settlement with the debtor."
Source: Item 23 — Receipts (FDD pages 52–209)
What This Means (2025 FDD)
Based on the 2025 Bambu Franchise Disclosure Document, the California Rider addresses the release of unknown claims and the waiver of California law, particularly concerning Section 1542 of the California Civil Code. This section states that a general release does not cover claims the creditor is unaware of, which, if known, would have significantly affected the settlement.
For a Bambu franchisee in California, this means that the standard release included in the Franchise Agreement is modified. Franchisees are acknowledging that California law may limit the effect of a general release regarding claims not known or suspected at the time of signing the release. This acknowledgement informs the franchisee of their rights under California law, specifically regarding unknown claims.
This rider does not explicitly modify Section 19.1.l of the Bambu Franchise Agreement. However, it is related to the release of claims, which may be relevant to termination procedures outlined in Section 19.1.l. The rider ensures that California franchisees are aware of their rights concerning unknown claims, potentially affecting the enforceability of any release they sign as part of a termination or settlement agreement. Bambu states that they do not agree with the above language and believe that each of the provisions of the Agreement, including all choice of law provisions, are fully enforceable and intend to fully enforce all of the provisions of the Agreement.