What agreements are related to the Bumble Roofing franchise relationship?
Bumble_Roofing Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in Franchise Agreement or Other Agreement | Summary | |
|---|---|---|---|
| q. | Non-competition covenants during the term of the franchise | Section 14 of Franchise Agreement | No involvement in Competitive Business. A "Competitive Business" is any business offering and selling roofing installation, maintenance, and repairs, and related products and services, for residential and commercial customers. |
| r. | Non-competition covenants after the franchise is terminated or expires | Sections 14, 17 of Franchise Agreement | Franchise Agreement: No Competitive Business for 2 years (i) in the Territory or any other Franchisee's Territory; (ii) 10 miles of the Territory or any other Franchisee's Territory or (iii) 10 miles of any of our or our affiliate owned Roofing Business. |
| S. | Modification of the agreement | Sections 2.3, 7.3 & 20.11 of Franchise Agreement | Franchise Agreement: No modifications of Franchise Agreement during term unless mutually agreed upon in writing, but Operating Manual subject to change. Modifications permitted on renewal. |
| t. | Integration/merger clause | Section 20.5 of Franchise Agreement | Only the terms of the franchise agreement are binding (subject to state law). Any representations or promises outside of the disclosure document, franchise agreement may not be enforceable. |
| u. | Dispute resolution by arbitration or mediation | Section 19 of Franchise Agreement | Except for certain claims, all disputes must first be submitted to non-binding mediation, and if unsuccessful, then arbitrated in Virginia, subject to state law |
| v. | Choice of forum | Sections 19.1 & 20.1 | Mediation and arbitration must be in Virginia, subject to state law |
| w. | Choice of law | Sections 19.1 & 20.1 of Franchise Agreement | Virginia law applies, subject to state law. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 43–45)
What This Means (2025 FDD)
According to the 2025 Bumble Roofing FDD, the franchise relationship is governed by several agreements, most notably the Franchise Agreement itself. State-specific addenda also modify the Franchise Agreement to comply with local laws. For example, addenda for California, Maryland, Illinois, and New York are included in the FDD, and these addenda take precedence over the standard agreement in case of conflict. These addenda address specific legal requirements and potential waivers of rights under state franchise laws.
Several clauses within the Franchise Agreement outline key aspects of the Bumble Roofing franchise. Section 14 details non-competition covenants both during and after the franchise term. During the franchise term, franchisees cannot be involved in any competitive business offering roofing services. After termination or expiration, franchisees are restricted from engaging in a competitive business for two years within the territory, other franchisee's territories, or near any company-owned roofing business. Sections 2.3, 7.3, and 20.11 address modifications to the agreement, stating that changes require mutual written consent, although the operating manual is subject to change by Bumble Roofing.
Section 20.5 contains an integration/merger clause, stipulating that only the terms of the Franchise Agreement are binding, subject to state law. This means any promises or representations outside the FDD or Franchise Agreement may not be enforceable. Section 19 outlines dispute resolution procedures, requiring non-binding mediation followed by arbitration in Virginia, although this is subject to state law. Sections 19.1 and 20.1 specify Virginia as the choice of forum and governing law, again with the caveat that state law may override these provisions.
Prospective Bumble Roofing franchisees should carefully review the Franchise Agreement and any state-specific addenda to understand their rights and obligations. It is important to note that certain provisions, such as those related to dispute resolution, choice of law, and waivers, may be subject to state law and may not be fully enforceable in all jurisdictions. Franchisees should seek legal counsel to ensure they understand the implications of these agreements in their specific state.