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Why is the addendum being signed for Buff City Soap franchisees?

Buff_City_Soap Franchise · 2025 FDD

Answer from 2025 FDD Document

ESS WHEREOF**, the parties have executed and delivered this Addendum on the dates noted below, to be effective as of the Effective Date.

BUFF CITY SOAP FRANCHISING, LLC []## ADDENDUM TO THE BUFF CITY SOAP FRANCHISING, LLC FRANCHISE AGREEMENT FOR USE IN SOUTH DAKOTA

THIS ADDENDUM is made and entered into on, 20 (the "Effective Date") by and between BUFF CITY SOAP FRANCHISING, LLC, a limited liability company formed under the laws of the State of Delaware, with its principal business address at 5294 Beltline Road, Suite 100, Dallas, Texas 75254, ("we," "us,"' or, "our"), and , a [corporation, limited liability company, general partnership, or limited partnership] formed under the laws of the State of, [or a sole proprietorship] with its principal business address at ("you" or "your"). 1. We and you are parties to that certain Franchise Agreement dated BACKGROUND. , 20 (the "Franchise Agreement") that has been signed concurrently with the signing of this Addendum. This Addendum is annexed to and forms part of the Franchise Agreement. This Addendum is being signed because (a) you are domiciled in South Dakota and the Buff City Soap Makery that you will operate under the Franchise Agreement will be located in South Dakota; and/or (b) any of the offering or sales activity relating to the Franchise Agreement occurred in South Dakota. 2. Section 3.1 of the Franchise Agreement is amended to add the following: "The payment of the Initial Franchise Fee is not due to Franchisor until Franchisor has completed all of its pre-opening requirements to Franchisee and Franchisee is operational." 3. No statement, questionnaire or acknowledgement signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of: (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on behalf of the Franchisor. This provision supersedes any other term of any document executed in connection with the franchise. IN WITNESS WHEREOF, the parties have executed and delivered this Addendum on the dates noted below, to be effective as of the Effective Date. BUFF CITY SOAP FRANCHISING, LLC []## ADDENDUM TO THE BUFF CITY SOAP FRANCHISING, LLC FRANCHISE AGREEMENT FOR USE IN VIRGINIA

THIS ADDENDUM is made and entered into on, 20 (the "Effective Date") by
and between of the State of Delaware, with its principal business address at 5294 Beltline Road, Suite 100, Dallas, Texas BUFF CITY SOAP FRANCHISING, LLC, a limited liability company formed under the laws
75254

Source: Item 6 — , Securities Offering Fee, in the amount column is revised to state the following: (FDD pages 216–303)

What This Means (2025 FDD)

According to the 2025 Buff City Soap Franchise Disclosure Document, addenda to the franchise agreement are required for franchisees in certain states like South Dakota, Virginia, Maryland, Illinois, and Minnesota. These addenda address specific legal and financial considerations relevant to those states.

For example, the addendum for South Dakota is signed because the franchisee is domiciled in South Dakota, and/or any franchise offering or sales activity occurred there. This addendum also stipulates that the initial franchise fee is not due until Buff City Soap has completed its pre-opening obligations and the franchisee is operational. This protects the franchisee by ensuring they don't pay the fee until the franchisor has fulfilled their initial responsibilities.

Similarly, the Illinois addendum is required if the franchisee is domiciled in Illinois or the Buff City Soap location will be in Illinois. It clarifies that Illinois law governs the franchise agreement and addresses issues such as venue, deferral of initial fees until obligations are met, and the franchisee's rights upon termination or non-renewal, as per the Illinois Franchise Disclosure Act. The Maryland addendum is required if the Buff City Soap location will be in Maryland, or any franchise offering or sales activity occurred there. It also stipulates that any franchisee waivers do not act as a waiver of liability incurred under the Maryland Franchise Registration and Disclosure Law.

These addenda ensure that the Buff City Soap franchise agreement complies with state-specific franchise laws, providing additional protections and clarifications for franchisees. Prospective franchisees should carefully review any addenda applicable to their state and understand how these provisions affect their rights and obligations.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.