What is the purpose of the 'General Release' included as Exhibit 4 in the Bor Restoration FDD?
Bor_Restoration Franchise · 2024 FDDAnswer from 2024 FDD Document
-|------| | SOCIAL SECURITY | | | NO.: | | | ADDRESS: | | | DRIVER'S LICENSE | | | STATE AND NO.: | | | GENDER: | |
© 2024 All rights reserved BOR Franchising, LLC Gen 3-30-24 ____________ ___________ Initials Initials
EXHIBIT 4 GENERAL RELEASE
| © 2024 All rights reserved BOR Franchising, LLC Gen 3-30-24 | 68 | ||
|---|---|---|---|
| Initials | Initials |
GENERAL RELEASE
| This General Release (Release) is made on the date that all Parties sign it (Effective Date) between BOR Franchising, LLC, a Colorado limited liability company authorized to do business in Colorado (Franchisor), (Franchisee), and (Guarantor). Franchisor, Franchisee, and Guarantor may sometimes be referred to as a "Party" or jointly as the "Parties." All capitalized terms not defined in this Release will have the meaning stated in the Franchise Agreement. |
|---|
| RECITALS |
| Franchisor and Franchisee entered into that certain franchise agreement dated |
| (Franchise Agreement), and Guarantor guaranteed the performance of the Franchisee under the Franchise |
| Agreement. Franchisee desires |
| to take some action (or make some amendment) to the Franchise Agreement |
| or desires for the Franchisor to take any action for which a General Release is called for in the Franchise |
| Agreement |
| or is required by Franchisor as part of such action, |
| and |
| as a material inducement to the |
| Franchisor approving the same, Franchisee and Guarantor have each agreed to provide this Release. |
| NOW, THEREFORE, for and in consideration of the mutual covenants found herein, for that |
| consideration stated below, and for other good and valuable consideration, the adequacy of which is |
| admitted by all Parties |
| hereto, each of the Guarantors personally and unconditionally agrees as follows: |
| COVENANTS |
| 1. |
| Franchisee, for and on behalf of itself, its officers, directors, shareholders, and employees, |
| and on behalf of any parent corporation or subsidiary, business entity, successor, assignee, and their |
| officers, directors, shareholders, and employees, (Franchisee Parties) and Guarantor for himself or herself |
| and for and on behalf of its family members and for and in consideration of: the Franchisor granting to the |
| Franchisee the right to do the following;; and for |
| other good and valuable consideration, all of which is deemed adequate by all Parties hereto, do each |
| (personally, jointly and severally) from the beginning of time to the Effective Date of this Release, release, |
| indemnify, and forever forgive and discharge Franchisor and the Franchisor Parties from all |
| known or |
| unknown, liquidated or unliquidated, fixed, direct or indirect, foreseeable or unforeseeable, matured or |
| unmatured, absolute |
| or contingent, determined or determinable, |
| equitable or legal claims; claims sounding |
| in Applicable Law; causes of action; complaints; direct, indirect, punitive or consequential damages; |
| judgments; business losses; awards; injury, or any other right or action (separately and together a "Claim" |
| or the "Claims") which relate in any way to: (i) the manner and |
| method by which Franchisor delivered the |
| FDD to Franchisee, and Guarantor (ii) the content, or lack of content of the FDD (as such content may have |
| been required by any Applicable Law); (iii) the performance or failure of performance of Franchisor or |
| Franchisor Parties in reference to any federal-required or state-required disclosure obligations and |
| requirements; (iv) any oral, written, express or implied promises, statements, disclosures and the like |
| relating in any way to the Franchise Agreement or the franchise relationship between the Franchisor and |
| Franchisor Parties, Franchisee, Guarantor and the Franchisee Parties; (v) the performance or the failure to |
| perform of Franchisor or any Franchisor Party under the Franchise Agreement; (vi) the performance or |
| failure to perform of Franchisor or any Franchisor Party under any other oral or written, express or implied |
| agreement, covenant, or document whether or not found in the Franchise Agreement; and, (vii) any other |
| Claim sounding in equity or law. Notwithstanding the preceding, nothing in this Release is intended to |
| disclaim any representations made in the Franchise Disclosure Document. |
| 2. |
| Franchisee for itself and on behalf of the Franchisee Parties and Guarantor each agree and |
| expressly state that this Release was made in contemplation of not only known Claims and the consequences |
| © 2024 All rights reserved BOR Franchising, LLC Gen 3-30-24 |
| 69 |
| Initials |
| Initials |
thereof but also in contemplation of the possibility that each such Party identified in this paragraph may or will sustain future damages presently unknown to them and which accrued on or before the Effective Date of this Release but which were not asserted until after that date.
Source: Item 23 — Receipts (FDD pages 40–202)
What This Means (2024 FDD)
According to the 2024 Bor Restoration Franchise Disclosure Document, Exhibit 4 is a 'General Release' agreement made between Bor Franchising, LLC (the franchisor), the franchisee, and any guarantor, effective on the date all parties sign it. The General Release is required if a franchisee wants to take some action or make an amendment to the Franchise Agreement, or if Bor Restoration is required to take any action for which a General Release is called for in the Franchise Agreement, or is required by Bor Restoration as part of such action.
The General Release involves the franchisee releasing Bor Restoration from all known and unknown claims related to the FDD, the Franchise Agreement, and the franchise relationship. This includes claims related to how the FDD was delivered, the content (or lack of content) of the FDD, the performance of Bor Restoration regarding disclosure obligations, and any promises or statements related to the Franchise Agreement. The release also covers any claims related to the performance (or failure to perform) by Bor Restoration under the Franchise Agreement or any other agreement.
In essence, by signing the General Release, the franchisee agrees to release Bor Restoration from potential liabilities related to the franchise offering and agreement, with the exception of representations made in the Franchise Disclosure Document itself. However, in the state of Maryland, the franchisee is not required to sign a general release as a condition of renewal, sale, termination, and franchise transfer. Additionally, these covenants do not apply to any liability under the Maryland Franchise Registration and Disclosure Law, and a franchisee may bring a lawsuit in Maryland for claims under this law within three years after the grant of the franchise.