Does the Canine Dimensions Mutual General Release Agreement discharge successors of the parties?
Canine_Dimensions Franchise · 2025 FDDAnswer from 2025 FDD Document
In consideration of the mutual covenants and conditions contained in this Mutual General Release and in the Franchise Agreement, and other good and valuable consideration, receipt of which is hereby acknowledged by each of the parties, the parties agree as follows:
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- Canine Dimensions and Franchisee do hereby mutually release and forever discharge each other and each other's heirs, successors, representatives, assigns, agents, employees, officers, and directors ("Designees"), and each of them, of and from any claims, debts, liabilities, demands, obligations, costs, expenses, actions, and causes of action of every nature, character, and description known or unknown, vested or contingent, which each party now owns or holds, or has at any time heretofore owned or held, or may at any time own or hold against the other party hereto, arising prior to and including the date of this Mutual General Release Agreement; provided, however, that this release shall exclude claims arising from assertion of any continuing rights reserved in this Mutual General Release Agreement.
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- This release shall not apply to any claims which the Franchisee may have arising under (a) the California Franchise Investment Law or the California Franchise Relations Act; (b) the Hawaii Franchise Investment Law; (c) the Maryland Franchise Registration and Disclosure Law; (d) the Minnesota Franchise Act; (e) the New York Franchise Investment Law; (f) the North Dakota Franchise Investment Law; or (g) the Washington Franchise Investment Protection Act, RCW 19.100, and the rules adopted thereunder. This release shall exclude claims arising from Franchisee's failure to pay any amounts due Canine Dimensions in the ordinary course of business. The parties expressly agree that this Mutual General Release Agreement will not apply to any claims Canine Dimensions may have under any Promissory Notes ancillary to the Franchise Agreement, or that pertain to other payment arrangements that the parties may have agreed upon.
Source: Item 22 — CONTRACTS (FDD page 36)
What This Means (2025 FDD)
According to Canine Dimensions's 2025 Franchise Disclosure Document, the Mutual General Release Agreement does discharge successors of the parties involved. Specifically, both Canine Dimensions and the franchisee agree to release each other, including their successors, from any claims, debts, liabilities, and demands that existed up to the date of the agreement. This means that any future claims against Canine Dimensions or the franchisee, or their respective successors, are waived under the terms of the release.
However, there are exceptions to this release. The agreement outlines that certain claims are excluded, such as those arising from specific state franchise laws, including those in California, Hawaii, Maryland, Minnesota, New York, North Dakota, and Washington. Additionally, the release does not cover claims related to the franchisee's failure to pay amounts due to Canine Dimensions in the ordinary course of business, or any claims Canine Dimensions may have under promissory notes or other payment arrangements.
The Mutual General Release Agreement also includes a waiver of California Civil Code Section 1542, which pertains to unknown claims. This means that the franchisee is releasing claims they may not even be aware of at the time of signing the agreement. Both Canine Dimensions and the franchisee represent and warrant that they have the authority to enter into the agreement and that no third party has an interest in any claim released. This agreement serves as a complete defense against any claim subject to its terms, and both parties agree to indemnify each other for any costs incurred as a result of breaching the agreement.