Does the Washington Addendum to the Brueggers Bagels License Agreement address the issue of non-compete agreements?
Brueggers_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
In recognition of the requirements of the Washington Franchise Investment Protection Act, Wash. Rev. Code §§ 19.100.010 through 19.100.940, the parties to the attached Bruegger's Franchise Corporation License Agreement agree as follows:
In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW will prevail.
RCW 19.100.180 may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise.
There may also be court decisions which may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise.
In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration or mediation.
In addition, if litigation is not precluded by the franchise agreement, a franchisee may bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington.
A release or waiver of rights executed by a franchisee may not include rights under the Washington Franchise Investment Protection Act or any rule or order thereunder except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel.
Provisions such as those which unreasonably restrict or limit the statute of limitations period for claims under the Act, or rights or remedies under the Act such as a right to a jury trial, may not be enforceable.
Source: Item 23 — RECEIPTS (FDD pages 61–335)
What This Means (2025 FDD)
Based on the 2025 Brueggers Bagels Franchise Disclosure Document, the Washington Addendum to the License Agreement does not explicitly address non-compete agreements. However, it includes provisions that may impact their enforceability.
Specifically, the addendum states that the Washington Franchise Investment Protection Act (WFIPA) will prevail in the event of a conflict of laws. It also indicates that RCW 19.100.180 may supersede the franchise agreement in areas of termination and renewal. Furthermore, the addendum clarifies that any release or waiver of rights executed by a franchisee cannot include rights under the WFIPA, unless it's part of a negotiated settlement with independent counsel after the agreement is in effect. Provisions that unreasonably restrict the statute of limitations or rights/remedies under the Act, such as the right to a jury trial, may not be enforceable.
These stipulations suggest that while the Washington Addendum doesn't directly mention non-compete agreements, it sets a legal framework that could affect how such clauses are interpreted and enforced in Washington. A prospective Brueggers Bagels franchisee in Washington should consult with legal counsel to understand how the WFIPA and these addendum provisions might impact any non-compete obligations within their franchise agreement. They should also inquire with Brueggers Bagels about their specific policies and practices regarding non-compete agreements in Washington.