What is the franchisee covenanting not to do regarding the Franchisor Parties on any of the released claims in the Bojangles franchise agreement?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
subsidiaries, and affiliates, and their respective past and present members, managers, officers, directors, shareholders, partners, agents, employees, successors, and assigns (in their corporate and individual capacities), individually, together and in any combination (collectively, the "Franchisor Parties") from any and all claims, demands, liabilities, and causes of action of whatever kind or nature, vested or contingent, known or unknown, suspected or unsuspected, which any or all of the Franchisee Releasors now own or hold, or have at any time owned or held, or may at any time own or hold against the Franchisor Parties, arising prior to and including the Effective Date of this Agreement (collectively, the "Claims"). Franchisee represents and warrants that: (1) it is aware that it may in the future learn of facts in addition to or different from those which it now knows or believes to be true with respect to the subject matter of this paragraph, but that nonetheless, it is its intention to fully, finally, and forever settle and release all Claims; and (2) it has not assigned any Claims released by this paragraph. Franchisee, on behalf of itself and the Franchisee Releasors, further covenants not to sue any of the Franchisor Parties on any of the Claims released by this paragraph. Franchisee agrees that fair consideration has been given by Franchisor for this release and it fully understands that this is a negotiated, complete, and final release of all Claims.
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
According to the 2025 Bojangles Franchise Disclosure Document, the franchisee agrees, on behalf of itself and its related parties, not to initiate lawsuits against the Franchisor Parties concerning any claims released within the franchise agreement. This commitment extends to all claims, known or unknown, that existed up to and including the effective date of the agreement.
This provision means a Bojangles franchisee gives up the right to sue Bojangles over issues that occurred before or on the date the franchise agreement was signed. This includes any grievances, known or unknown, that the franchisee or their related parties might have against Bojangles. The franchisee also acknowledges that even if they later discover new facts, the release of claims remains fully in effect.
Bojangles requires this covenant to ensure a clear and final resolution of any past or present disputes, providing a stable foundation for the franchise relationship. This type of clause is common in franchise agreements, as it aims to prevent future litigation based on past events. Franchisees should carefully consider the implications of this release, especially if they are aware of any existing issues or potential claims against Bojangles before signing the agreement.
By agreeing to this clause, the franchisee confirms they have received fair consideration from Bojangles for this release and fully understand that it represents a negotiated, complete, and final settlement of all claims. This underscores the importance of thorough due diligence and legal review before entering into a franchise agreement with Bojangles.