Does the 'No Waiver of Disclaimer of Reliance' provision in the Bw Premier Collection FDD apply to all franchisees?
Bw_Premier_Collection Franchise · 2025 FDDAnswer from 2025 FDD Document
The following are additional disclosures for the Franchise Disclosure Document of Best Western International, Inc. required by various state franchise laws. Each provision of these additional disclosures will not apply unless, with respect to that provision, the jurisdictional requirements of the applicable state franchise registration and disclosure law are met independently without reference to these additional disclosures.
No Waiver of Disclaimer of Reliance in Certain States. The following provision applies only to franchisees and franchises that are subject to the state franchise disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington or Wisconsin:
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 any 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 23 — Receipts (FDD pages 54–203)
What This Means (2025 FDD)
According to the 2025 Bw Premier Collection FDD, the 'No Waiver of Disclaimer of Reliance' provision does not apply uniformly to all franchisees. Instead, its applicability depends on the state in which the franchise is located and governed by specific state franchise disclosure laws. This provision ensures that franchisees cannot waive claims under state franchise laws, including those related to fraud in the inducement, or disclaim reliance on statements made by the franchisor or its representatives. This clause overrides any conflicting terms in other documents related to the franchise agreement.
Specifically, for franchisees and franchises subject to the franchise disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, or Wisconsin, the 'No Waiver of Disclaimer of Reliance' provision is applicable. This means that in these states, any statement, questionnaire, or acknowledgment signed by the franchisee cannot waive their rights to make claims under applicable state franchise law or disclaim reliance on statements made by Bw Premier Collection.
For prospective Bw Premier Collection franchisees, it is crucial to understand whether their state's franchise laws include this provision. If a franchisee is located in one of the listed states, this provision offers additional protection against unknowingly waiving their legal rights or being bound by disclaimers of reliance. Franchisees in states not listed do not receive this specific protection under the terms outlined in the FDD, though they may have similar protections under their state's laws. Therefore, it is advisable for all prospective franchisees to consult with a legal professional to fully understand their rights and obligations under the franchise agreement and applicable state laws.