Who are considered the 'Releasors' in the general release related to a Brueggers Bagels franchise?
Brueggers_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee (if Franchisee is an entity, on behalf of itself and its parent, subsidiaries and affiliates and their respective past and present officers, directors, shareholders, agents and employees, in their corporate and individual capacities and, if Franchisee is an individual, on behalf of himself/herself and his/her heirs, representatives, successors and assigns) (collectively, "Releasors") and Guarantors hereby release and forever discharge Franchisor, its predecessors, parents, subsidiaries, and affiliates and their respective officers, directors, shareholders, employees, successors, and assigns, past and present, from any claims, debts, liabilities, demands, obligations, actions, and causes of action, known or unknown, vested or contingent, which any of them may have ever had, now has, or may hereafter have by reason of any event, transaction, or circumstance arising out of or relating to the Franchise Agreement, the Development Agreement or the relationship of the parties thereto (collectively, "Claims") unless prohibited by applicable law, but excluding claims based on any representation made by Franchisor in the most recent Franchise Disclosure Document (including its exhibits and amendments) that Franchisor delivered to Franchisee or its representative in connection with the offer and sale of the Franchise Agreement or Development Agreement.
Source: Item 23 — RECEIPTS (FDD pages 61–335)
What This Means (2025 FDD)
According to Brueggers Bagels's 2025 Franchise Disclosure Document, the 'Releasors' in the general release include the franchisee and, if the franchisee is an entity, its parent, subsidiaries, and affiliates. This extends to their respective past and present officers, directors, shareholders, agents, and employees in both corporate and individual capacities. If the franchisee is an individual, the releasors also include their heirs, representatives, successors, and assigns.
In essence, this definition casts a wide net, ensuring that not only the franchisee but also related entities and individuals associated with the franchisee are bound by the release. This is a common practice in franchising to prevent future claims from various parties connected to the franchisee. The release covers claims arising out of or relating to the Franchise Agreement, the Development Agreement, or the relationship between the parties, with a specific exclusion for claims based on representations made by Brueggers Bagels in the most recent Franchise Disclosure Document.
For a prospective Brueggers Bagels franchisee, this means that upon signing the release, they are giving up certain rights to sue Brueggers Bagels, and this waiver extends to related parties. Franchisees should carefully review the scope of the release with legal counsel to understand the full implications, especially concerning potential future disputes or issues that may arise during the franchise term. Franchisees should also pay close attention to the exclusions, such as claims based on misrepresentations in the FDD, which provide some protection.