Does the California addendum supersede other terms in documents related to the Chocolate Bash franchise?
Chocolate_Bash Franchise · 2024 FDDAnswer from 2024 FDD Document
Both the Governing Law and Choice of Law for Franchisees operating outlets located in California, will be the California Franchise Relations Act regardless of the choice of law or dispute resolution venue state elsewhere. Any language in the franchise agreement or amendment to or any agreement to the contrary is superseded by this condition.
The franchise agreement contains a covenant not to compete which extends beyond the termination of the franchise. A contract that restrains a former franchisee from engaging in a lawful trade or business is to that extent void under California Business and Professions Code Section 16600.
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.
Source: Item 23 — RECEIPTS (FDD pages 39–101)
What This Means (2024 FDD)
According to the 2024 Chocolate Bash Franchise Disclosure Document, the California Addendum does supersede conflicting terms in other documents for franchisees operating in California. Specifically, the addendum states that for franchisees operating outlets in California, the California Franchise Relations Act governs both the Governing Law and Choice of Law, regardless of any conflicting stipulations in the franchise agreement or any amendments to it. This means that California law will take precedence in legal matters for California Chocolate Bash franchisees.
Furthermore, the California Addendum addresses non-compete clauses within the franchise agreement. It clarifies that any contract preventing a former franchisee from engaging in lawful trade or business is void under California Business and Professions Code Section 16600. This provides additional protection to franchisees, ensuring they are not unduly restricted from future business ventures after leaving the Chocolate Bash system.
Additionally, the addendum emphasizes that no statement, questionnaire, or acknowledgment signed by a franchisee can waive claims under California franchise law, including claims of fraud, or disclaim reliance on statements made by Chocolate Bash. This provision explicitly supersedes any other term in any document related to the franchise, reinforcing the protection of franchisees' rights under California law. This ensures that franchisees cannot inadvertently forfeit their legal rights through standard paperwork or acknowledgments during the franchise commencement.