According to the Washington Addendum, what agreements are modified?
Chicken_Guy Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 17: RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION]
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Development Agreement regardless of anything to the contrary contained therein. This Addendum applies if: (a) the offer to sell a franchise is accepted in Washington; (b) the purchaser of the franchise is a resident of Washington; and/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
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- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
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- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise.
There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor.
Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
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- Site of Arbitration, Mediation, and/or Litigation. In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration or mediation.
In addition, if litigation is not precluded by the franchise agreement, a franchisee may bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington.
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- General Release. A release or waiver of rights in the franchise agreement or related agreements purporting to bind the franchisee to waive compliance with any provision under the Washington Franchise Investment Protection Act or any rules or orders thereunder is void except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel, in accordance with RCW 19.100.220(2).
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- Statute of Limitations and Waiver of Jury Trial. Provisions contained in the franchise agreement or related agreements that unreasonably restrict or limit the statute of limitations period for claims under the Washington Franchise Investment Protection Act, or rights or remedies under the Act such as a right to a jury trial, may not be enforceable.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 40–46)
What This Means (2025 FDD)
According to Chicken Guy's 2025 Franchise Disclosure Document, the Washington Addendum modifies the Development Agreement and the Franchise Agreement. The addendum forms an integral part of, and is incorporated into, these agreements, regardless of any conflicting information contained within them. This modification applies specifically when the offer to sell a franchise is accepted in Washington, the purchaser is a Washington resident, or the franchised business is located or operated in Washington.
The Washington Addendum addresses several key areas of the franchise agreement. It clarifies that the Washington Franchise Investment Protection Act will take precedence in the event of any conflict of laws. Additionally, the Franchisee Bill of Rights (RCW 19.100.180) may supersede provisions in the franchise agreement or related agreements, particularly concerning termination and renewal rights. Court decisions may also override aspects of the agreements related to the franchisee's relationship with Chicken Guy.
The addendum also specifies that the site for arbitration, mediation, or litigation involving a franchise purchased in Washington will be in Washington, unless otherwise agreed upon. Furthermore, any release or waiver of rights that requires the franchisee to waive compliance with the Washington Franchise Investment Protection Act is void, unless executed under specific conditions, such as a negotiated settlement with independent counsel. Provisions in the franchise agreement that unreasonably restrict the statute of limitations for claims or rights under the Act may also be unenforceable.
These modifications are important for prospective Chicken Guy franchisees in Washington as they ensure that the franchise agreements comply with Washington state law and provide certain protections to franchisees. Franchisees should carefully review the Washington Addendum along with the Franchise Agreement and Development Agreement to understand their rights and obligations under Washington law.