How might RCW 19.100.180 affect the Bambu franchise agreement?
Bambu Franchise · 2025 FDDAnswer from 2025 FDD Document
FOR WASHINGTON FRANCHISEES ONLY:
A release or waiver of rights executed by a franchisee may not include rights under the Washington Franchise Investment Protection Act, RCW 19.100, or any rule or order thereunder except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel.
IN WITNESS WHEREOF, the Parties have caused this Release to be made effective on
Source: Item 23 — Receipts (FDD pages 52–209)
What This Means (2025 FDD)
According to Bambu's 2025 Franchise Disclosure Document, RCW 19.100.180, part of the Washington Franchise Investment Protection Act, directly impacts the franchise agreement for Washington franchisees. Specifically, a release or waiver of rights executed by a franchisee cannot include rights under this Act, or any rule or order connected to it. This protection applies unless the release is part of a negotiated settlement reached after the franchise agreement is already in effect, and both parties are represented by independent legal counsel.
This provision ensures that Washington franchisees cannot inadvertently or unknowingly waive their rights under the state's franchise law. It aims to protect franchisees from franchisors potentially including clauses in the franchise agreement that could force franchisees to give up their legal protections. The requirement for independent counsel and a post-agreement negotiated settlement provides a safeguard, ensuring that any release of rights is informed and voluntary.
Furthermore, Bambu includes a specific Washington Rider to the franchise agreement. This rider states that the Securities Administrator of the State of Washington has determined that, based on Bambu's financial condition, Bambu may not be able to fulfill its obligations to Franchisee in the establishment and opening of the Bambū shoppe. Bambu has elected to assure financial capability by deferring the payment of all initial fees owed to Bambu until Bambu has completed its initial obligations under the Franchise Agreement and Franchisee's Bambū shoppe opens.
Bambu acknowledges 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. Bambu and Franchisee intend to fully enforce all of the provisions of the Agreement and all other documents signed by them, including but not limited to, all venue, choice-of-law, arbitration provisions and other dispute avoidance and resolution provisions and to rely on federal pre-emption under the Federal Arbitration Act.