What outstanding obligations must be satisfied before a Canine Dimensions franchise transfer is approved?
Canine_Dimensions Franchise · 2025 FDDAnswer from 2025 FDD Document
C. Canine Dimensions, as permitted by the Franchise Agreement is conditioning its consent to such transfer or renewal on the execution of this Mutual General Release Agreement by Franchisee.
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.
- Waiver of California Civil Code Section 1542. Franchisee, for itself and its affiliates, parents, subsidiaries, divisions, partners, owners, shareholders, members, trustees, receivers, executors, representatives, administrators, and the respective officers, directors, agents, managers, principals, members, employees, insurers, successors, assigns, representatives and attorneys of each of them ("Constituents"), acknowledges that it is familiar with Section 1542 of the California Civil Code, which reads as follows:
Source: Item 22 — CONTRACTS (FDD page 36)
What This Means (2025 FDD)
According to Canine Dimensions' 2025 Franchise Disclosure Document, the franchisor is permitted to condition its consent to a franchise transfer on the execution of a Mutual General Release Agreement by the franchisee. This means that before Canine Dimensions will approve the transfer of a franchise, the franchisee must sign a release that absolves Canine Dimensions from most claims, debts, liabilities, and obligations.
The Mutual General Release Agreement stipulates that both Canine Dimensions and the franchisee release each other from any claims, debts, liabilities, demands, obligations, costs, expenses, actions, and causes of action. This release covers every nature, character, and description known or unknown, vested or contingent, which each party now owns or holds, or has at any time owned or held against the other party. However, this excludes claims arising from the assertion of any continuing rights reserved in the Mutual General Release Agreement.
Certain claims are excluded from this release, including those arising under specific state franchise laws such as the California Franchise Investment Law, the Hawaii Franchise Investment Law, and similar laws in Maryland, Minnesota, New York, North Dakota, and Washington. Additionally, the release does not cover claims arising from the franchisee's failure to pay any amounts due to Canine Dimensions in the ordinary course of business, or any claims Canine Dimensions may have under Promissory Notes ancillary to the Franchise Agreement, or that pertain to other payment arrangements that the parties may have agreed upon. Franchisees in Minnesota should note that any provision requiring assent to a release that relieves liability imposed by Minnesota Statutes, Sections 80C.01 to 80C.22 is void.