What is the effect of a statement, questionnaire, or acknowledgment signed by a Buff City Soap franchisee in connection with the Maryland Franchise Registration and Disclosure Law?
Buff_City_Soap Franchise · 2025 FDDAnswer from 2025 FDD Document
All representations requiring prospective franchisees to assent to a release, estoppel or waiver or liability are not intended to, nor shall they act as a release, estoppel or waiver of liability incurred under the Maryland Franchise Registration and Disclosure Law.
Payment of Initial Franchise/Development Fees will be deferred until Franchisor has met its initial obligations to franchisee, and franchisee has commenced doing business. This financial assurance requirement was imposed by the Maryland Office of the Attorney General Securities Division due to Franchisor's financial condition.
No statement, questionnaire, or acknowledgment 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 any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
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, certain protections are in place for franchisees in Maryland due to the Maryland Franchise Registration and Disclosure Law. Specifically, any statement, questionnaire, or acknowledgment signed by a Buff City Soap franchisee related to starting the franchise will not waive their rights under Maryland franchise law. This includes claims of fraud in the inducement or disclaiming reliance on statements made by Buff City Soap or its representatives. This provision takes precedence over any other conflicting terms in any document related to the franchise agreement.
This means that even if a franchisee signs a document that appears to waive certain rights or claims, those waivers will not be enforced under Maryland law. This protection ensures that franchisees retain their ability to pursue legal remedies if they believe they have been misled or defrauded by Buff City Soap during the franchise sales process. It also prevents Buff City Soap from using such documents to shield itself from liability under Maryland franchise law.
Furthermore, the FDD states that 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 liability incurred under the Maryland Franchise Registration and Disclosure Law. This reinforces the protection afforded to franchisees in Maryland, ensuring that they cannot inadvertently waive their rights through standard contractual language. This addendum is annexed to and forms part of the Franchise Agreement and is being signed because the Buff City Soap Makery that the franchisee will operate under the Franchise Agreement will be located in Maryland; and/or any of the offering or sales activity relating to the Franchise Agreement occurred in Maryland.