Does the Capriottis Sandwich Shop franchise agreement include state-specific riders?
Capriottis_Sandwich_Shop Franchise · 2025 FDDAnswer from 2025 FDD Document
made by us, any franchise seller, or any other person acting on our behalf. This provision supersedes any other term of any document executed in connection with the franchise.
THE FOLLOWING PAGES IN THIS EXHIBIT ARE STATE-SPECIFIC RIDERS TO THE FRANCHISE AGREEMENT
RIDER TO THE CAPRIOTTI'S SANDWICH SHOP, INC. FRANCHISE AGREEMENT FOR USE IN CALIFORNIA
| Durango Drive, | Suite | 100, | Las Vegas, | Nevada | 89113 | (“we,” “us,” | or “our”), and | |---|---|---|---|---|---|---|---| this Agreement or any amendment thereto or any agreement to the contrary is
superseded by this condition.
IN WITNESS WHEREOF, each party has caused its duly authorized representative to sign and deliver this Rider on the date first above written.
CAPRIOTTI'S SANDWICH SHOP, INC. Name: David Bloom Title: CDO
RIDER TO THE CAPRIOTTI'S SANDWICH SHOP, INC. FRANCHISE AGREEMENT FOR USE IN HAWAII
| 2 | 20 days | 2 |
|---|---|---|
| 3 | 20 days | 3 |
| 4 | 20 days | 4 |
RIDER TO THE CAPRIOTTI'S SANDWICH SHOP, INC. FRANCHISE AGREEMENT FOR USE IN ILLINOIS
| Number | (Deadline) (Deadline) | (Deadline) | Deadline) Deadline | |---|---|---|---| | 5 | 20 days | 5 | | In conformance with Section 4 of the Illinois Franchise Disclosure Act, any provision in a franchise agreement that designates jurisdiction and venue in a forum outside of the State of Illinois is void. However, a franchise agreement may provide
for arbitration to take place outside of Illinois.
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- ILLINOIS FRANCHISE DISCLOSURE ACT. The following language is added as new Section 34 of the Franchise Agreement.
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- Illinois Franchise Disclosure Act. In conformance with Section 41 of the Illinois Franchise Disclosure Act, any condition, stipulation, or provision purporting to bind any person acquiring any franchise to waive compliance with any provision of the Act or any other law of Illinois is void. However, that Section shall not prevent any person from entering into a settlement agreement or executing a general release regarding a potential or actual lawsuit filed under any provision of the Act, nor shall it prevent the arbitration of any claim pursuant to the provisions of Title 9 of the United States Code.
IN WITNESS WHEREOF, each party has caused its duly authorized representative to sign and deliver this Rider on the date first above written.
| CAPRIOTTI'S SANDWICH SHOP, INC. |
|---|
| By: |
| Name: David Bloom |
| Title: CDO |
| Date: |
RIDER TO THE CAPRIOTTI'S SANDWICH SHOP, INC. FRANCHISE AGREEMENT FOR USE IN MARYLAND
| | is added to the end of the “Summary” sections of | |---|---| | Item 17(v), titled “Choice of forum”, and Item 17(w), titled “Choice of law” in both the Franchise | | | Agreement and Development Rights Agreement charts in the Franchise Disclosure Document: | | Despite anything to the contrary stated above, Maryland law will apply to claims arising under the Maryland Franchise Registration and Disclosure Law.
- CONSENT TO JURISDICTION. Section 27 of the Franchise Agreement is amended by adding the following language:
the following language:
However, subject to Franchisee's arbitration obligations, nothing in this Section affects Franchisee's right under the Maryland Franchise Registration and Disclosure Law to bring a lawsuit in Maryland for claims arising under that law.
- LIMITATION OF CLAIMS. Section 28 of the Franchise Agreement is amended by adding the following language:
Any limitation of claims will not act to reduce the three (3) year statute of limitations afforded Franchisee for bringing a claim under the Maryland Franchise Registration and Disclosure Law.
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- REPRESENTATIONS. Sections 33.5 through 33.7 of the Franchise Agreement are hereby deleted.
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- NON-WAIVER. The following language is added to the end of Section 33 of the Franchise Agreement:
Such representations are not intended to nor shall they act as a release, estoppel, or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law.
IN WITNESS WHEREOF, each party has caused its duly authorized representative to sign and deliver this Rider on the date first above written.
| Franchise Questionnaires and Acknowledgments. 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. |
RIDER TO THE CAPRIOTTI'S SANDWICH SHOP, INC. FRANCHISE AGREEMENT FOR USE IN MINNESOTA
| | Receipts. Any sale made must be in compliance with § 683(8) of the Franchise Sale | |---|---| | Act (N.Y. Gen. Bus. L. § 680 et seq.), which describes the time period a Franchise Disclosure | | | Document (offering prospectus) must be provided to a prospective franchisee before a sale may | | | be made. New York law requires a franchisor to provide the Franchise Disclosure Document at | | indemnify Franchisee from any loss, costs, or expenses arising out of any claims, suits, or demands regarding Franchisee's use of the Marks in accordance with
Minn. Stat. Sec. 80C 12, Subd. 1(g).
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- WAIVER OF PUNITIVE DAMAGES. If and then only to the extent required by the Minnesota Franchises Law, Section 18 of the Franchise Agreement is deleted.
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- GOVERNING LAW. The following statement is added to the end of Section 21 of the Franchise Agreement:
Nothing in this Agreement will abrogate or reduce any of Franchisee's rights under Minnesota Statutes Chapter 80c or Franchisee's right to any procedure, forum, or remedies that the laws of the jurisdiction provide.
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- WAIVER OF JURY TRIAL. If and then only to the extent required by the Minnesota Franchises Law, the last paragraph of Section 26 of the Franchise Agreement is deleted.
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- INJUNCTIVE RELIEF. The second to the last paragraph of Section 26 of the Franchise Agreement is deleted and replaced with the following:
With understanding of the provisions of the above paragraph, Franchisee agrees that Franchisor, at its option, will have the right to seek preliminary injunctive relief from a court of competent jurisdiction to restrain any conduct by Franchisee in the development or operation of the Franchised Restaurant that could materially damage the goodwill associated with the Marks, provided that if Franchisee counters, by initiating AAA arbitration in the required forum, Franchisor agrees to arbitrate the entire dispute from that point on, except preliminary injunctive relief (and permanent injunctive relief also, if Franchisee will not agree that the preliminary injunction shall remain effective indefinitely until the arbitrator shall dissolve it), leaving the court action pending, if it chooses, to facilitate enforcement. A court will determine if a bond is required to obtain any injunctive relief with respect to use of the Marks or use of Franchisor Non-Mark Proprietary IP, including, but not limited to, recipes and/or food preparation techniques.
- CONSENT TO JURISDICTION. The following language is added to the end of Section 27 of the Franchise Agreement:
Notwithstanding the foregoing, Minn. Stat. Sec. 80c.21 and Minn. Rule 2860.4400j prohibit Franchisor, except in certain specified cases, from requiring litigation to be conducted outside of Minnesota. Nothing in this agreement will abrogate or reduce any of Franchisee's rights under Minnesota Statutes Chapter 80c or Franchisee's rights to any procedure, forum, or remedies that the laws of the jurisdiction provide.
- LIMITATION OF CLAIMS; NO IMPLIED COVENANT. The following is added to the end of Section 28 of the Franchise Agreement:
Minnesota law provides that no action may be commenced under Minn. Stat. Sec. 80C.17 more than 3 years after the cause of action accrues.
IN WITNESS WHEREOF, each party has caused its duly authorized representative to sign and deliver this Rider on the date first above written.
CAPRIOTTI'S SANDWICH SHOP, INC. Name: David Bloom Title: CDO
RIDER TO THE CAPRIOTTI'S SANDWICH SHOP, INC. FRANCHISE AGREEMENT FOR USE IN NEW YORK
| 2. | Franchisee Bill | of Rights.
Source: Item 23 — RECEIPTS (FDD pages 73–303)
What This Means (2025 FDD)
Yes, according to the 2025 Capriottis Sandwich Shop Franchise Disclosure Document, the franchise agreement includes state-specific riders. These riders modify the standard franchise agreement to comply with specific state laws and regulations, and they are applicable to franchisees operating in certain states.
The FDD includes examples of riders for California, Hawaii, Maryland, Minnesota, New York, Rhode Island, and Virginia. These riders address various legal aspects, such as governing law, consent to jurisdiction, and waivers of certain rights. For instance, the rider for Rhode Island modifies the governing law section of the franchise agreement and ensures the franchisee's right to sue in Rhode Island under the Rhode Island Franchise Investment Act. Similarly, the Maryland rider ensures that Maryland law applies to claims arising under the Maryland Franchise Registration and Disclosure Law.
Additionally, the FDD includes an exhibit with state-specific information that applies to franchisees in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin. This information specifies that no statement signed by the franchisee can waive claims under applicable state franchise law or disclaim reliance on statements made by Capriottis Sandwich Shop. This provision supersedes any other conflicting terms in the franchise agreement.
Prospective franchisees should carefully review these state-specific riders and exhibits to understand their rights and obligations under the laws of the state in which they will operate their Capriottis Sandwich Shop franchise. It is also advisable to consult with a legal professional to ensure full comprehension of these provisions.