If a Bft Developer signs an agreement with terms conflicting with the waiver/disclaimer provision in franchise registration states, which provision takes precedence?
Bft Franchise · 2025 FDDAnswer from 2025 FDD Document
The following provision applies if Developer or the franchise granted hereby are subject to the franchise registration or disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin: No statement, questionnaire, or acknowledgement signed or agreed to by a Developer 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 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 57–66)
What This Means (2025 FDD)
According to Bft's 2025 Franchise Disclosure Document, a specific provision addresses the precedence of terms when a Bft Developer operates in a franchise registration state. This provision applies if the Developer or the franchise is subject to registration or disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin.
In these states, any statement, questionnaire, or acknowledgment signed by a Bft Developer at the start of the franchise relationship cannot waive claims under applicable state franchise law, including claims related to fraud in the inducement. Furthermore, these documents cannot disclaim reliance on statements made by Bft, its franchise sellers, or individuals acting on Bft's behalf.
This specific provision supersedes any other conflicting terms within any document executed in connection with the Bft franchise. This means that the waiver and disclaimer protections for franchisees in registration states take precedence over any contradictory terms in the franchise agreement or related documents. Bft includes this provision to ensure compliance with state franchise laws and to protect franchisees' rights in these specific states.