To what extent will the provisions of the Boulder Designs Franchise Agreement amendment be effective in Maryland?
Boulder_Designs Franchise · 2025 FDDAnswer from 2025 FDD Document
The following sentence is added to the end of Transfer by Franchisee to a Third Party, Section 18.2: The general release required as a condition of renewal, sale, and/or assignment/transfer shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
The following sentence is added to the end of Transfer to a Controlled Entity, Section 18.3: This release shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
The following sentence is added to the end of Consent to Jurisdiction, Section 23.2: A Franchisee in Maryland may sue in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law.
The following sentence is added at the end of Limitations of Claims, Section 23.4: Any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the franchise.
All representations requiring prospective franchisees to assent to a release, estoppel, or waiver of liability 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.
Each provision of this Amendment will be effective only to the extent that, with respect to the provision, the jurisdictional requirements of the Maryland Franchise Registration and Disclosure Law is met independently of this Amendment.
Franchisor and Franchisee will enforce the provisions of this Agreement to the extent permitted by law.
Source: Item 22 — CONTRACTS (FDD page 50)
What This Means (2025 FDD)
According to Boulder Designs' 2025 Franchise Disclosure Document, an amendment to the franchise agreement addresses specific considerations for franchisees in Maryland. Several provisions are added to the standard agreement to comply with the Maryland Franchise Registration and Disclosure Law.
The amendment explicitly states that the general release required as a condition of renewal, sale, or transfer of the franchise does not apply to any liability under the Maryland Franchise Registration and Disclosure Law. Similarly, any representations requiring prospective franchisees to release, waive, or estop liability will not act as a release, estoppel, or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law. A franchisee in Maryland is also permitted to sue in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law, and any such claims must be brought within three years after the grant of the franchise.
Furthermore, each provision of the amendment will be effective only to the extent that the jurisdictional requirements of the Maryland Franchise Registration and Disclosure Law are independently met. Boulder Designs and the franchisee will enforce the provisions of the agreement to the extent permitted by law. These stipulations ensure that the franchise agreement adheres to Maryland law and protects the rights of franchisees within the state.