Does the Best Brains franchise agreement allow a franchisee to disclaim reliance on statements made by the franchisor or its representatives through signed questionnaires or acknowledgements?
Best_Brains Franchise · 2025 FDDAnswer from 2025 FDD Document
"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."
Source: Item 21 — FINANCIAL STATEMENTS (FDD page 42)
What This Means (2025 FDD)
According to the 2025 Best Brains Franchise Disclosure Document, a franchisee cannot waive claims under state franchise law or disclaim reliance on statements made by Best Brains or its representatives through signed questionnaires or acknowledgments. This protection is in place to prevent franchisees from inadvertently giving up their legal rights or claims of fraud. This provision overrides any conflicting terms in any document related to the franchise agreement. This protection is further reinforced by addenda for Illinois, North Dakota, Washington and Rhode Island.
This means that even if a Best Brains franchisee signs a document that appears to disclaim reliance on statements made by the franchisor, that disclaimer will not be legally effective. This is particularly important in cases where a franchisee believes they were misled during the franchise sales process. The franchisee retains the right to pursue claims based on those statements, regardless of any signed acknowledgments or questionnaires.
Several states have addenda that reinforce this protection, including Illinois, North Dakota, Washington and Rhode Island. For example, the Illinois addendum explicitly states that any provision requiring a franchisee to waive compliance with the Illinois Franchise Disclosure Act or any other Illinois law is void. Similarly, the Washington addendum states that any conflicting provisions in the franchise agreement are void and unenforceable. These state-specific addenda provide additional layers of protection for franchisees, ensuring that their rights are not inadvertently waived.
Prospective Best Brains franchisees should be aware of this protection and understand that they cannot be forced to disclaim reliance on statements made by the franchisor. This provision is designed to protect franchisees from overreaching by the franchisor and to ensure that they have the ability to pursue legal claims if necessary. Franchisees should consult with an attorney to fully understand their rights and obligations under the franchise agreement and applicable state laws.