Does the Maryland Addendum to the Batteries Plus Bulbs Franchise Agreement supersede all terms of the agreement?
Batteries_Plus_Bulbs Franchise · 2025 FDDAnswer from 2025 FDD Document
MARYLAND ADDENDUM TO FRANCHISE AGREEMENT
This Addendum relates to franchises sold in Maryland and is intended to comply with Maryland statutes and regulations. In consideration of the execution of the Franchise Agreement, Franchisor and Franchisee agree to amend the Franchise Agreement as follows:
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- Release. Sections 3(B)(8) and 15(C)(7) of the Franchise Agreement are amended to provide that any release required as a condition of assignment or renewal without separate consideration may not apply to liability under the Maryland Franchise Registration and Disclosure Law (the "Maryland Franchise Law"). Specifically, Section 14-229(a)(3) of the Maryland Franchise Law, Business Regulation Article, Annotated Code of Maryland prohibits general releases by a franchisee in favor of the franchisor.
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- Venue. Section 20(D) of the Franchise Agreement is deleted.
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- Acknowledgments. Section 22 of the Franchise Agreement is deleted in its entirety. 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.
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- Construction. In all other respects, the Franchise Agreement will be construed and enforced with its terms.
Source: Item 17 — Renewal, Termination, Transfer, and Dispute Resolution (FDD pages 49–53)
What This Means (2025 FDD)
According to the 2025 Batteries Plus Bulbs Franchise Disclosure Document, the Maryland Addendum does not supersede all terms of the Franchise Agreement. Instead, it amends specific sections to comply with Maryland statutes and regulations.
The addendum addresses specific issues such as releases, venue, and acknowledgments, modifying or deleting certain sections of the standard agreement. For instance, the addendum states that any release required as a condition of assignment or renewal may not apply to liability under the Maryland Franchise Registration and Disclosure Law. It also removes the original venue selection and modifies acknowledgments to ensure franchisees do not waive rights under Maryland franchise law.
A key provision states that the acknowledgment section of the Franchise Agreement is superseded to prevent franchisees from waiving claims under Maryland franchise law or disclaiming reliance on franchisor statements. However, the addendum explicitly states that "In all other respects, the Franchise Agreement will be construed and enforced with its terms," meaning that only the specifically addressed sections are altered, and the rest of the agreement remains in effect.