Does the Buns On Fire renewal agreement supersede the original agreement in all respects?
Buns_On_Fire Franchise · 2025 FDDAnswer from 2025 FDD Document
chisee to surrender any rights given to him/her under the franchise, that provision may not be enforceable.
ADDENDUM TO FRANCHISE DISCLOSURE DOCUMENT FOR THE STATE OF WASHINGTON
In recognition of the requirements of the Washington Franchise Investment Protection Act, Wash. Rev. Code §§ 19.100.180, the Franchise Disclosure Document for Buns on Fire, in connection with the offer and sale of franchises for use in the State of Washington shall be amended to include the following:
- Item 17, "Renewal, Termination, Transfer and Dispute Resolution," shall be amended by the addition of the following paragraphs at the conclusion of the Item:
The state of Washington has a statute, RCW 19.100.180, which may supersede the license 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 license agreement in your relationship with the franchisor including the areas of termination and renewal of your license.
In any arbitration involving a franchise purchased in Washington, the arbitration site shall be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration, or as determined by the arbitrator.
In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW shall prevail.
A release or waiver of rights executed by a franchisee shall not include rights under the Washington Franchise Investment Protection Act 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, rights or remedies under the Act such as a right to a jury trial may not be enforceable.
Transfer fees are collectable to the extent that they reflect the franchisor's reasonable estimated or actual costs in effecting a transfer.
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- 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.
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- Each provision of this addendum to the Disclosure Document shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Washington Franchise Investment Protection Act, Wash. Rev. Code §§ 19.100.180, are met independently without reference to this addendum to the Disclosure Document.
EXHIBIT B LIST OF STATE ADMINISTRATORS
Listed here are the names, addresses and telephone numbers of the state agencies having responsibility for franchising disclosure/registration laws and for service of process. We may not yet be registered to sell franchises in any or all of these states.
| CALIFORNIA | NEW YORK |
|---|---|
| Commissioner of the Department of Financial Protection | New York State Department of Law |
| and Innovation | Investor Protection Bureau, Franchise Section 28 Liberty |
| Department of Financial Protection and Innovation | Street, 21st Floor |
| 320 West Fourth Street, Suite 750 Los Angeles, | New York, New York 10005 |
| California 90013-2344 | (212) 416-8236 |
| (213) 876-7500 | |
| Toll Free: (866) 275-2677 | |
| FLORIDA | TEXAS |
| FDACS | Secretary of State Registrations Unit |
| Division | P.O. Box 13193 |
| of | |
| Consumer | |
| Services | |
| Attn: | |
| Business | |
| Opportunities | Austin, TX 78711-13193 |
| P.O. Box 6700 | |
| Tallahassee, FL 32314-6700 | |
| ILLINOIS | RHODE ISLAND |
| Chief, Franchise Bureau Attorney General's Office 500 | Department of Business Regulation Securities Division |
| South Second Street Springfield, Illinois 62701 | — Franchise Section 1511 Pontiac Avenue, Bldg. 69-2 |
| (217) 782-4465 | Cranston, Rhode Island 02920 (401) 462-9500 |
| INDIANA | KENTUCKY |
| Secretary of State Securities Division | Office of the Attorney General Consumer Protection |
| 302 West Washington, Room E111 Indianapolis, Indiana | Division 1024 Capital Center Drive Frankfort, KY |
| 46204 | 40601-8204 |
| (317) 232-6681 | |
| MARYLAND | VIRGINIA |
| Securities Commissioner Office of the Attorney General | State Corporation Commission |
| Securities Division | Division of Securities and Retail Franchising 1300 East |
| 200 St. Paul Place Baltimore, Maryland 21202 | Main Street, 9th Floor Richmond, Virginia 23219 (804) 371-9051 |
| MICHIGAN | WASHINGTON |
| Department of Attorney General Franchise Section | Department of Financial Institutions |
| G. Mennen Williams Building | Division of Securities |
| 525 W. Ottawa Street | P.O. Box 41200 |
| P.O. |
Source: Item 23 — RECEIPTS (FDD pages 49–200)
What This Means (2025 FDD)
Based on the 2025 Buns On Fire Franchise Disclosure Document, the renewal agreement does not automatically supersede the original agreement in all respects. Instead, the FDD includes addenda for several states (Washington, Minnesota, Rhode Island, Maryland, and Virginia) that specify certain provisions within the original franchise agreement that are superseded by state laws or the terms of the addendum itself. These addenda address specific clauses related to termination, renewal, transfer, dispute resolution, waivers, governing law, and payment of initial franchise fees.
For example, the Washington addendum notes that state statutes (RCW 19.100.180) and court decisions may supersede the license agreement, particularly in areas of termination and renewal. Similarly, the Rhode Island addendum states that certain provisions in the Franchise Agreement are superseded by the provisions listed in the addendum. The Maryland addendum clarifies that release language in the agreement does not relieve Buns On Fire from liabilities imposed by Maryland franchise laws.
These stipulations mean that franchisees need to be aware of the specific addendum for their state, as it will modify the original franchise agreement. The original agreement is superseded only to the extent specified in these addenda or by applicable state laws. A prospective franchisee should carefully review these addenda and consult with legal counsel to understand the full scope of their rights and obligations, as the original agreement is not uniformly superseded in all respects.