What happens if a provision in the Basecamp Fitness franchise agreement conflicts with the Washington Franchise Investment Protection Act?
Basecamp_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
WASHINGTON ADDENDUM TO THE FRANCHISE AGREEMENT AND RELATED AGREEMENTS
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Franchise Disclosure Document, the franchise agreement, and all related agreements regardless of anything to the contrary contained therein. This Addendum applies if: (a) the offer to sell a franchise is accepted in Washington; (b) the purchaser of the franchise is a resident of Washington; and/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
-
- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
-
- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise.
There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor.
Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
According to Basecamp Fitness's 2025 Franchise Disclosure Document, the Washington Addendum to the franchise agreement specifies that the provisions of the Washington Franchise Investment Protection Act will take precedence in the event of any conflict of laws. This means that if any part of the franchise agreement contradicts the state's franchise laws, the state law will govern the relationship between Basecamp Fitness and the franchisee in Washington.
This protection extends to the Franchisee Bill of Rights outlined in RCW 19.100.180, which may supersede specific provisions in the franchise agreement, particularly those concerning termination and renewal. Additionally, court decisions may also override aspects of the franchise agreement related to the franchisee's relationship with Basecamp Fitness. Franchisees should be aware that franchise agreement provisions, including those summarized in Item 17 of the FDD, are subject to state law, which can modify or invalidate certain terms.
For a prospective Basecamp Fitness franchisee in Washington, this addendum offers a degree of protection by ensuring that the franchise agreement adheres to Washington state law. It is important for potential franchisees to carefully review both the franchise agreement and the Washington Franchise Investment Protection Act with legal counsel to fully understand their rights and obligations. This ensures that franchisees are aware of how state laws may modify or supersede the terms of the franchise agreement, especially in areas like termination, renewal, and dispute resolution.