What liability does Big Apple Bagels assume by granting a waiver, approval, or consent to a developer?

According to Big Apple Bagels' 2025 Franchise Disclosure Document, Big Apple Bagels makes no guarantees to the developer and assumes no liability when granting any waiver, approval, or consent. This also applies to any neglect, delay, or denial of any request. Any waiver that Big Apple Bagels grants is without prejudice to any other rights that Big Apple Bagels may have. The waiver will be subject to continuing review by Big Apple Bagels and may be revoked at any time, for any reason, at Big Apple Bagels's discretion. Big Apple Bagels will provide the developer with ten days' prior written notice.

In essence, this clause protects Big Apple Bagels from potential lawsuits or claims by developers who might argue that Big Apple Bagels's decisions caused them financial harm. For example, if Big Apple Bagels initially approves a site but later revokes that approval, the developer cannot hold Big Apple Bagels liable for any costs incurred during the initial approval process. This is a standard practice in franchising, as it allows the franchisor to maintain control over key aspects of the franchise system without undue risk of litigation.

However, it is important to note that in the state of Washington, this clause is modified. The FDD states that the first sentence of paragraph 14.B.(2) of the BAGELS Area Development Agreement is deleted. The deleted sentence states, Franchisor makes no warranties or guarantees upon which Developer may rely, and assumes no liability or obligation to Developer, by granting any waiver, approval, or consent to Developer, or by reason of any neglect, delay, or denial of any request therefor. Therefore, in Washington, Big Apple Bagels may assume liability or obligation to the Developer.