Under what conditions is the Addendum to the Bojangles Franchise Agreement required for Maryland franchisees executed?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
- 1. The provisions of this Addendum form an integral part of, and are incorporated into, the Franchise Agreement. This Addendum is being executed because: (A) the offer or sale of a franchise to Franchisee was made in the State of Maryland; (B) Franchisee is a resident of the State of Maryland; and/or (C) the Restaurant will be located and/or operated in the State of Maryland.
- 2. Fees. The following sentences are added to the end of Section IV.A:
Based upon Franchisor's securitization and financial condition, the Maryland Securities Commissioner has required a financial assurance. Therefore, all initial fees and payments owed by Franchisee shall be deferred until Franchisor completes its pre-opening obligations under the Franchise Agreement.
3. Releases. The following sentence is added to the end of Section II.B.(7), VI.B., and XIII.B.(3)(c):
This release shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
4. Choice of Law. The following sentence is added to the end of Section XXIV.A.:
Notwithstanding the foregoing, the Maryland Franchise Registration and Disclosure Law shall govern any claim arising under that Law.
5. Choice of Venue. The following sentence is added to the end of Section XXIV.B.:
Notwithstanding the foregoing, Franchisee may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law.
6. Representations. The following paragraphs are added to the end of Section XXV:
Section 14-226 of the Maryland Franchise Registration and Disclosure Law prohibits a franchisor from requiring a prospective franchisee to assent to any release, estoppel, or waiver of liability as a condition of purchasing a franchise. Representations in this Agreement are not intended to, nor shall they act as a release, estoppel, or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law.
No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
According to Bojangles's 2025 Franchise Disclosure Document, an addendum to the franchise agreement is required for Maryland franchisees under specific conditions. This addendum is integrated into the franchise agreement and is executed when one or more of the following conditions are met: the offer or sale of the franchise was made in Maryland, the franchisee is a resident of Maryland, or the restaurant will be located and/or operated in Maryland. This ensures that Maryland franchise laws are considered and adhered to.
This addendum modifies certain sections of the standard Bojangles franchise agreement to comply with Maryland law. Specifically, it addresses issues such as releases, choice of law, and choice of venue, ensuring that the franchisee's rights under the Maryland Franchise Registration and Disclosure Law are protected. For instance, the addendum clarifies that any releases signed by the franchisee do not waive liabilities under Maryland franchise law. It also ensures that Maryland law governs claims arising under that law and allows franchisees to bring lawsuits in Maryland for such claims.
Furthermore, the addendum addresses representations made during the franchise agreement process, ensuring that no statement or acknowledgment signed by the franchisee acts as a waiver of liability under Maryland franchise law. Given Bojangles's securitization and financial condition, the Maryland Securities Commissioner requires a financial assurance. Therefore, all initial fees and payments owed by the franchisee are deferred until Bojangles completes its pre-opening obligations under the Franchise Agreement. This provision offers a degree of financial protection to the franchisee, aligning with regulatory requirements in Maryland.