Under what condition can the Developer bring a lawsuit in Maryland against Bft?

According to Bft's 2025 Franchise Disclosure Document, a Developer may bring a lawsuit against Bft in Maryland if the claims arise under the Maryland Franchise Registration and Disclosure Law. This condition is specified in a rider to the Multi-Unit Agreement, which is applicable if the Developer is a resident of Maryland, the studios developed under the agreement are or will be developed in Maryland, or the offer to sell or buy is made or accepted in Maryland. This provision modifies the standard governing law and consent to jurisdiction clauses in the Multi-Unit Agreement, which would typically dictate that disputes are resolved in a different jurisdiction.

This allowance for lawsuits in Maryland is further reinforced by additional stipulations within the FDD. Specifically, any release required as a condition of renewal or assignment/transfer of the franchise will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law. This means that a franchisee cannot be forced to waive their rights to sue under this law as a condition of renewing their franchise agreement or transferring it to another party.

Furthermore, the FDD clarifies that any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the franchise. This statute of limitations provides a defined timeframe for legal action. While the Multi-Unit Agreement and Franchise Agreement generally favor dispute resolution through arbitration, Maryland franchise regulations recognize it as an unfair practice to require franchisees to waive their right to file a lawsuit in Maryland for violations of Maryland Franchise Law. However, the FDD acknowledges that the enforceability of this forum selection requirement is subject to some dispute in light of the Federal Arbitration Act.