factual

According to the Belocal franchise agreement, how can the agreement be modified or amended?

Belocal Franchise · 2025 FDD

Answer from 2025 FDD Document

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FRANCHISOR: N2 Franchising, Inc. a Delaware corporation

AMENDMENT TO N2 FRANCHISING, INC. FRANCHISE AGREEMENT FOR THE STATE OF ILLINOIS

The N2 Franchising, Inc. Franchise Agreement between ________________________ ("Franchisee," "you," or "your") and N2 Franchising, Inc. ("Franchisor") of even date herewith ("Agreement"), is hereby amended by the addition of the following language, which will be considered an integral part of the Agreement ("Amendment"):

    1. Illinois law governs the Franchise Agreement.
    1. In conformance with section 4 of the Illinois Franchise Disclosure Act, any provision in a Franchise Agreement that designates jurisdiction and venue in a forum outside of the State of Illinois is void. However, a Franchise Agreement may provide for arbitration to take place outside of Illinois.
    1. Your rights upon Termination and Non-Renewal of a Franchise Agreement are set forth in sections 19 and 20 of the Illinois Franchise Disclosure Act.
    1. In conformance with section 41 of the Illinois Franchise Disclosure Act, any condition, stipulation, or provision purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise Disclosure Act or any other law of Illinois is void.
    1. 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.

FRANCHISOR: N2 Franchising, Inc. a Delaware corporation

AMENDMENT TO N2 FRANCHISING, INC. FRANCHISE AGREEMENT FOR THE STATE OF INDIANA

The N2 Franchising, Inc. Franchise Agreement between ________________________ ("Franchisee," "you," or "your") and N2 Franchising, Inc. ("Franchisor") of even date herewith ("Agreement"), is hereby amended by the addition of the following language, which will be considered an integral part of the Agreement ("Amendment"):

    1. The following statement is added to the Agreement: 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.
    1. Each provision of this Amendment will be effective only to the extent that the jurisdictional requirements of Indiana law applicable to the provision are met independent of this Amendment. This Amendment will have no force or effect if such jurisdictional requirements are not met.

FRANCHISOR: N2 Franchising, Inc. a Delaware corporation

AMENDMENT TO N2 FRANCHISING, INC. FRANCHISE AGREEMENT FOR THE STATE OF MARYLAND

The N2 Franchising, Inc. Franchise Agreement between ________________________ ("Franchisee," "you," or "your") and N2 Franchising, Inc. ("Franchisor") of even date herewith ("Agreement"), is hereby amended by the addition of the following language, which will be considered an integral part of the Agreement ("Amendment"):

    1. The Maryland Securities Division requires that certain provisions contained in franchise documents be amended to be consistent with Maryland law, including the Maryland Franchise Registration and Disclosure Law, MD. BUS. REG. CODE ANN. § 14-201 et seq. (2015 Repl. Vol.) ("Law"). To the extent that this Agreement contains provisions that are inconsistent with the following, such provisions are hereby amended:
    • a. The general release required as a condition of renewal, sale, assignment/transfer, refund of the initial fee, and/or a reduction in the size of the Territory will not apply to any liability under the Law.
    • b. Any acknowledgments or representations of Franchisee made in the Agreement which disclaim the occurrence and/or acknowledge the non-occurrence of acts that would constitute a violation of the Law are not intended to, nor will they, act as a release, estoppel, or waiver of any liability incurred under the Law.
    • c. A Franchisee may bring a lawsuit in Maryland for claims arising under the Law to the extent required by the Law, unless preempted by the Federal Arbitration Act.
    • d. The limitation on the period of time when mediation and/or arbitration claims must be brought will not act to reduce the three-year statute of limitations afforded Franchisee for bringing a claim arising under the Law. Any claims arising under the Law must be brought within three years after the grant of the franchise.
      1. Section 3.A. of the Agreement is hereby supplemented with the following:

Even though Franchisor has waived payment of the initial franchise fee, the Maryland Securities Division has required Franchisor to defer Franchisee's obligation to pay the initial franchise fee until Franchisor has performed its pre-opening obligations and Franchisee begins operating the Franchised Business. Notwithstanding the foregoing, Franchisor's waiver of the initial franchise fee remains in full force and effect.

    1. During the term of the Agreement, the following fees shall not be increased by Franchisor by an amount to exceed twenty-five percent (25%) of the amount of the fee that was disclosed to Franchisee in Franchisor's Franchise Disclosure Document: Extended Reach Fee, Extra Copy Orders Fee, Design Revision Fee, Email Address Fee, N2 Franchisee Services Fees, Lead Generation Fees, and Late Commission Fee. Additionally, the maximum event revenue royalty will be the greater of Two Hundred Dollars ($200) per event or five percent (5%) of the gross revenues from an event. The maximum event credit card fee will be five percent (5%) of the amounts paid to the Franchisee by credit card. The additional training fee will not exceed One Thousand Dollars ($1,000) per day, plus travel-related expenses Franchisee incurs. The maximum software fee will be Two Hundred and Fifty Dollars ($250) per month.
    1. The following statement is added to the Agreement: 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.

  1. Each provision of this Amendment will be effective only to the extent that the jurisdictional requirements of the Law, with respect to each such provision, are met independent of this Amendment. This Amendment will have no force or effect if such jurisdictional requirements are not met.

N2 Franchising, Inc. a Delaware corporation

AMENDMENT TO N2 FRANCHISING, INC. FRANCHISE AGREEMENT FOR THE STATE OF MICHIGAN

The N2 Franchising, Inc. Franchise Agreement between ________________________ ("Franchisee," "you," or "your") and N2 Franchising, Inc. ("Franchisor") of even date herewith ("Agreement"), is hereby amended by the addition of the following language, which will be considered an integral part of the Agreement ("Amendment"):

    1. The following statement is added to the Agreement: 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.
    1. Each provision of this Amendment will be effective only to the extent that the jurisdictional requirements of Michigan law applicable to the provision are met independent of this Amendment. This Amendment will have no force or effect if such jurisdictional requirements are not met.

FRANCHISOR: N2 Franchising, Inc. a Delaware corporation

AMENDMENT TO N2 FRANCHISING, INC. FRANCHISE AGREEMENT FOR THE STATE OF MINNESOTA

The N2 Franchising, Inc. Franchise Agreement between ________________________ ("Franchisee," "you," or "your") and N2 Franchising, Inc. ("Franchisor") of even date herewith ("Agreement"), is hereby amended by the addition of the following language, which will be considered an integral part of the Agreement ("Amendment"):

    1. The Commissioner of Commerce for the State of Minnesota requires that certain provisions contained in franchise documents be amended to be consistent with the Minnesota Franchise Act, Minn. Stat. Section 80C.01 et seq., and the rules and regulations promulgated thereunder (collectively, "Franchise Act"). To the extent that the Agreement/and or franchise disclosure document contains provisions that are inconsistent with the following, such provisions are hereby amended:
  • a. The Minnesota Department of Commerce requires that franchisors indemnify Minnesota franchisees' against liability to third parties resulting from claims by third parties that the franchisees' use of the franchisor's proprietary marks infringes trademark rights of the third party.
  • b. Minn. Stat. Sec. 80C.14, Subds. 3 and 4 require, except in certain specified cases, that a franchisee be given 90 days notice of termination (with 60 days to cure) and 180 days notice for nonrenewal of the franchise agreement. If the Agreement contains a provision that is inconsistent with the Franchise Act, the provisions of the Agreement will be superseded by the Act's requirements and will have no force or effect.
  • c. If Franchisee is required in the Agreement to execute a release of claims or to acknowledge facts that would negate or remove from judicial review any statement, misrepresentation, or action that would violate the Franchise Act, such release will exclude claims arising under the Franchise Act, and such acknowledgments will be void with respect to claims under the Franchise Act.
  • d. Any provision that requires Franchisee to consent to a claims period that differs from the applicable statute of limitations period under Minn. Stat § 80C.17, Subd. 5. may not be enforceable under Minnesota law.
    1. Minn.

Source: Item 22 — CONTRACTS (FDD page 71)

What This Means (2025 FDD)

According to Belocal's 2025 Franchise Disclosure Document, the franchise agreement can be modified or amended through written amendments. Several excerpts detail amendments to the N2 Franchising, Inc. Franchise Agreement (Belocal) for franchisees in specific states such as California, Minnesota, Washington, Virginia, South Dakota, Indiana, Maryland, and Wisconsin. These amendments address inconsistencies with state laws, including franchise investment protection acts and franchise relations acts.

These state-specific amendments often include provisions that supersede the original agreement to ensure compliance with local regulations. For example, amendments may address issues such as waivers of claims, jurisdictional requirements, and the franchisee's rights in cases of termination or non-renewal. The amendments also ensure that certain provisions are consistent with state laws, such as the Washington Franchise Investment Protection Act or the Minnesota Franchise Act.

Additionally, the amendments include statements ensuring that no franchisee statement waives claims under state franchise law or disclaims reliance on franchisor statements. These modifications are considered integral parts of the agreement and are intended to protect the franchisee's rights and ensure compliance with state-specific legal requirements. If any provision of the Franchise Agreement conflicts with any provision of an amendment, the terms and conditions of the amendment will apply.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.