What articles of the C3 Wellness Spa Franchise Agreement and Development Agreement are supplemented with a non-waiver clause regarding New York General Business Law?
C3_Wellness_Spa Franchise · 2024 FDDAnswer from 2024 FDD Document
ranchisee 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.
- Each provision of this amendment shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Minnesota Franchise Act are met independently without reference to this amendment.
IN WITNESS WHEREOF, the parties have duly executed and delivered this Minnesota State amendment to the Aryes Franchising LLC Franchise Agreement.
| Franchisor: Aryes Franchising LLC | Franchisee: | |
|---|---|---|
| Signature | Signature | |
| Name and Title (please print) | Name (please print) | |
| Dated | Dated |
NEW YORK FRANCHISE AND DEVELOPMENT AGREEMENT AMENDMENT
Amendments to the C3 Wellness Franchise and Multi-Unit Development Agreement
In recognition of the requirements of the New York General Business Law, Article 33, Sections 680 through 695, and of the regulations promulgated thereunder (N.Y. Comp. Code R. & Regs., tit. 13, §§ 200.1 through 201.16), the parties to the attached Aryes Franchising LLC Franchise Agreement (the "Franchise Agreement") as follows:
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- Under Article 14.C of the Franchise Agreement, under the heading "Conditions for Approval of Transfer," the subarticle 14.C(6) is supplemented with the addition of the following language:
- ; provided, however, that all rights and causes of action arising in favor of Franchisee from the provisions of New York General Business Law Sections 680-695 and the regulations issued thereunder, shall remain in force; it being the intent of this provision that the non-waiver provisions of N.Y. Gen. Bus. Law Sections 687.4 and 687.5 be satisfied.
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- Under Article 15.B of the Franchise Agreement, under the heading "Conditions for Renewal," the subarticle 15.B(8) is supplemented with the addition of the following language:
- ; provided, however, that all rights and causes of action arising in favor of Franchisee from the provisions of New York General Business Law Sections 680-695 and the regulations issued thereunder, shall remain in force; it being the intent of this provision that the non-waiver provisions of N.Y. Gen. Bus. Law Sections 687.4 and 687.5 be satisfied.
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- Article 18 of the Franchise Agreement and, if Franchisee executes a Development Agreement, Article 7 of the Development Agreement, under the heading "Enforcement and Construction," shall be supplemented by the addition of the following new subarticle 18.AA.
Source: Item 23 — RECEIPTS (FDD pages 59–293)
What This Means (2024 FDD)
According to the 2024 C3 Wellness Spa Franchise Disclosure Document, several articles within the Franchise Agreement and Development Agreement are supplemented with language to ensure compliance with New York General Business Law. Specifically, Article 14.C, concerning "Conditions for Approval of Transfer," and Article 15.B, addressing "Conditions for Renewal," of the Franchise Agreement are supplemented to ensure that the franchisee retains all rights and causes of action arising from New York General Business Law Sections 680-695. This addition reinforces that the non-waiver provisions of N.Y. Gen. Bus. Law Sections 687.4 and 687.5 are fully satisfied.
Furthermore, Article 18 of the Franchise Agreement and Article 7 of the Development Agreement, both under the heading "Enforcement and Construction," are supplemented with a new subarticle. This addition explicitly states that nothing within the agreement should be interpreted as a waiver of any right conferred upon the franchisee by New York General Business Law, Sections 680-695. This provision is included as subarticle 18.AA in the Franchise Agreement and as Article 7.24 in the Development Agreement.
Additionally, the "Summary" section of Item 17(d), titled "Termination by franchisee," is replaced with the statement: "You may terminate the agreement on any grounds available by law." The summaries of Item 17(v), titled "Choice of forum," and Item 17(w), titled "Choice of law," also include the statement that the choice of law should not be considered a waiver of any right conferred upon the franchisor or the franchisee by Article 33 of the General Business Law of the State of New York. These amendments collectively aim to protect the franchisee's rights under New York law and ensure full compliance with its franchise regulations.