What is the legal relationship between the Rider and the Bft Multi-Unit Agreement?
Bft Franchise · 2025 FDDAnswer from 2025 FDD Document
| 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. |
| Background. Franchisor and Developer are parties to that certain Multi-Unit Agreement |
| dated |
| , 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) Developer is a resident of the State of Maryland; or |
| (b) the Studios that Developer |
| develops under the |
| Multi-Unit Agreement |
| are or will be developed |
| in the State of Maryland; or |
| (c) the offer |
| to sell is made in the State of Maryland; or |
| (d) the offer to buy is accepted in the State of Maryland. |
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, the Rider is an integral part of the Multi-Unit Agreement. Specifically, the Rider is annexed to and forms a part of the Multi-Unit Agreement. Both documents are signed concurrently, indicating they are intended to be read and operate together. The Rider's primary purpose is to modify or supersede any conflicting or inconsistent terms within the original Multi-Unit Agreement. This ensures that the terms reflect specific state laws or address specific legal considerations. Terms that are not specifically defined in the Rider will have the same meaning as defined in the Multi-Unit Agreement.
The Rider's state-specific nature is a critical aspect for prospective Bft multi-unit developers. The document includes examples of state-specific riders for Maryland, North Dakota, Minnesota, Illinois, and Washington. These riders address specific legal requirements or protections afforded to franchisees in those states. For instance, the Maryland Rider clarifies the application of releases and governing law, while the Illinois Rider addresses the franchisee's rights upon termination or non-renewal, as dictated by the Illinois Franchise Disclosure Act. The Washington Rider ensures that the Multi-Unit Agreement does not waive any liability Bft may have under the Washington Investment Protection Act.
For a prospective Bft franchisee, it is essential to carefully review the Rider applicable to their specific state alongside the Multi-Unit Agreement. This review should be conducted with legal counsel to fully understand the implications of any modifications or additions made by the Rider. Understanding these state-specific nuances can help protect the franchisee's rights and ensure compliance with local laws. The interplay between the Multi-Unit Agreement and the Rider is designed to create a legally sound and state-compliant franchise relationship.