If the studio that a Bft franchisee operates is in Maryland, is this Rider signed?
Bft Franchise · 2025 FDDAnswer from 2025 FDD Document
TO FOLLOW]*
IN WITNESS WHEREOF, the parties have executed and delivered this Rider to be effective as of the effective date of the Multi-Unit Agreement.
BFT FRANCHISE SPV, LLC, a Delaware limited liability company [NAME OF DEVELOPER] Capacity:
RIDER TO THE BFT FRANCHISE SPV, LLC MULTI-UNIT AGREEMENT FOR USE IN MINNESOTA
| THIS RIDER (this "Rider") is made and entered into by and between | BFT FRANCHISE SPV, |
|---|---|
| LLC, a Delaware limited liability company with its principal business address at 17877 Von Karman Ave., | |
| Suite 100 Irvine, CA 92614 ("Franchisor"), and, | |
| whose principal business address is | ("Developer"). |
| 1. | dated |
| Background. Franchisor and Developer are parties to that certain Multi-Unit Agreement | |
| , 20 (the "Multi-Unit Agreement") that has been signed concurrently | |
| with the signing of this Rider. This Rider supersedes any inconsistent or conflicting provisions of the Multi | |
| Unit Agreement. Terms not otherwise defined in this Rider have the meanings as defined in the Multi-Unit | |
| Agreement. | |
| This Rider is annexed to and forms part of the Multi-Unit Agreement. This Rider is being | |
| signed because (a) | will be |
| the Studios that Developer will develop under the Multi-Unit Agreement | |
| developed | (b) any of the offering or sales activity relating to the Multi |
| in the State of Minnesota; and/or | |
| Unit Agreement | |
| occurred in the State of Minnesota. |
- Termination. The following sentence is added to the end of Section 8.A (Termination of Franchise by Franchisor) of the Multi-Unit Agreement:
However, with respect to franchises governed by Minnesota law, Franchisor will comply with Minnesota Statutes, Section 80C.14, Subd. 3, 4, and 5, which require (except in certain specified cases) that Developer be given 90 days' notice of termination (with 60 days to cure) of this Agreement.
- Release. The following is added to the end of Section 9.B (Transfer of Interest - By Developer and its Owners) of the Multi-Unit Agreement:
Any release required as a condition of renewal and/or assignment/transfer will not apply to the extent prohibited by the Minnesota Franchises Law.
- Governing Law.
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 Rider to the Franchise Agreement is signed if the studio that the franchisee operates is or will be operated in the State of Maryland. This Rider modifies certain sections of the standard Franchise Agreement to comply with Maryland law.
Specifically, the Rider addresses several key areas. It stipulates that any release required as a condition of renewal or transfer will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law, as per COMAR 02.02.08.16L. Additionally, the Rider clarifies that while the Franchise Agreement generally dictates the governing law and jurisdiction, a franchisee may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law, and Maryland law will apply to these claims.
This ensures that Bft franchisees in Maryland retain their rights under Maryland franchise law, despite any potentially conflicting terms in the standard Franchise Agreement. The Rider also addresses the potential unenforceability of insolvency-related termination clauses under federal bankruptcy law. These modifications are crucial for ensuring compliance and protecting the franchisee's interests within the legal framework of Maryland.