Under what circumstances is a general release required from a Benjamin Franklin Plumbing franchisee and its owners?
Benjamin_Franklin_Plumbing Franchise · 2025 FDDAnswer from 2025 FDD Document
R FRANCHISED BUSINESS; (B)TRANSFER A FRANCHISED BUSINESS; (C) MODIFY THE TERRITORY OF A FRANCHISED BUSINESS; (D) LICENSE AN ADDITIONAL TERRITORY**
Note: Where required by state law, this Release will be modified so that it does not apply to your rights under the state law. Please see Exhibit K to the disclosure document.
THIS GENERAL RELEASE DOES NOT APPLY WITH RESPECT TO CLAIMS ARISING UNDER THE WASHINGTON FRANCHISE INVESTMENT PROTECTION ACT, RCW 19.100, AND THE RULES ADOPTED THEREUNDER.
GENERAL RELEASE
THIS GENERAL RELEASE is signed by: (i) Benjamin Franklin Franchising SPE LLC ("Franchisor"); (ii) the BENJAMIN FRANKLIN PLUMBING franchisee named at the end of the document ("Franchisee" or "you"); and (iii) Franchisee's owners (the "Owners") as an express condition of Franchisee and/or the Owners: (1) (a) renewing, (b) transferring, (c) or modifying the Territory of their BENJAMIN FRANKLIN PLUMBING franchise, or (2) licensing an additional BENJAMIN FRANKLIN PLUMBING Territory.
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- Release. You and each of the Owners, on behalf of yourselves and all past, present and future parents, subsidiaries, shareholders, members, partners, managers, directors, officers, employees, successors, assigns, agents and legal representatives, and any of the aforementioned persons' heirs, executors, administrators or personal representatives, and all other persons acting on your behalf or claiming under you (collectively, the "Franchisee Parties"), hereby release and forever discharge Franchisor, its affiliates, and their respective past and present officers, directors, shareholders, members, parents, subsidiaries, affiliates, agents, employees, attorneys, insurers, representatives, predecessors, successors, and assigns, and each of them, from any and all claims, debts, liabilities, demands, obligations, costs, expenses, suits, actions, and causes of action, of whatever nature, known or unknown, suspected or unsuspected, vested or contingent (collectively, "Claims") that the Franchisee Parties ever had, now have, or may in the future have, arising out of or relating to any act, omission or event occurring on or before the date of this General Release.
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- Risk of changed facts. You and the Owners understand that the facts in respect of which the release in Section 1 is given may turn out to be different from the facts that you and the Owners now know or believe to be true. You and the Owners, on behalf of yourselves and all other Franchisee Parties, hereby accept the risk of the facts turning out to be different and agree that the release will nevertheless be effective and not subject to termination or rescission by virtue of any such difference in facts.
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- No prior assignment. You and the Owners, for yourselves and on behalf of all other Franchisee Parties, represent and warrant that the Franchisee Parties have not assigned or transferred, or purported to assign or transfer, any Claim released under Section 1 above to any person or business entity that is not a Franchisee Party.
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- Covenant not to sue.
Source: Item 22 — CONTRACTS (FDD pages 87–88)
What This Means (2025 FDD)
According to the 2025 Benjamin Franklin Plumbing Franchise Disclosure Document, a general release is required from the franchisee and its owners under specific circumstances. This release is an express condition when a franchisee is (a) renewing their franchise, (b) transferring their franchise, (c) modifying the territory of their franchise, or (d) licensing an additional territory. This requirement ensures that both the franchisee and its owners formally release Benjamin Franklin Plumbing from any potential claims related to the franchise agreement before proceeding with these significant changes.
The general release covers all claims, debts, liabilities, demands, obligations, costs, expenses, suits, actions, and causes of action, of whatever nature, known or unknown, suspected or unsuspected, vested or contingent, that the franchisee parties ever had, now have, or may in the future have, arising out of or relating to any act, omission, or event occurring on or before the date of the General Release. The franchisee and owners also accept the risk that the facts related to the release may change and agree that the release will remain effective regardless of any such changes.
Benjamin Franklin Plumbing requires this general release to protect its interests and ensure a clean break from any past issues or disputes when a franchisee undergoes significant changes to their franchise agreement. This is a common practice in franchising to mitigate future legal risks and maintain clarity in the franchisor-franchisee relationship. However, the release does not apply to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100, and the rules adopted thereunder. If the franchisee or the franchise is located in California, they are waiving their rights under Section 1542 of the Civil Code of the State of California, regarding unknown claims.