Does the Chocolate Bash release agreement cover claims against the Released Parties' customers?
Chocolate_Bash Franchise · 2024 FDDAnswer from 2024 FDD Document
Releasor agrees as follows:
- **1.
Release.** Releasor (on behalf of itself and its parents, subsidiaries and affiliates and their respective past and present officers, directors, shareholders, managers, members, partners, agents, and employees (collectively, the "Releasing Parties")) hereby releases CB Franchising, its affiliates, and their respective directors, officers, shareholders, employees, and agents (collectively, the "Released Parties") from any and all claims, causes of action, suits, debts, agreements, promises, demands, liabilities, contractual rights and/or obligations, of whatever nature, known or unknown, which any Releasing Party now has or ever had against any Released Party based upon and/or arising out of events that occurred through the date hereof, including without limitation, anything arising out of the Franchise Agreement (collectively, "Claims").
Source: Item 22 — CONTRACTS (FDD pages 38–39)
What This Means (2024 FDD)
According to Chocolate Bash's 2024 Franchise Disclosure Document, the release agreement does not explicitly mention customers of the Released Parties. The agreement focuses on releasing Chocolate Bash Franchising, LLC, its affiliates, and their respective directors, officers, shareholders, employees, and agents from claims.
The "Releasing Parties" which include the franchisee and its related entities, release the "Released Parties" from any and all claims, causes of action, suits, debts, agreements, promises, demands, liabilities, contractual rights and/or obligations, of whatever nature, known or unknown, which any Releasing Party now has or ever had against any Released Party based upon and/or arising out of events that occurred through the date hereof, including without limitation, anything arising out of the Franchise Agreement.
This release primarily covers matters related to the Franchise Agreement itself and actions by Chocolate Bash and its affiliates. It does not clearly extend to claims against customers of the Released Parties. A prospective franchisee should seek clarification from Chocolate Bash regarding whether this release could be interpreted to cover claims against the Released Parties' customers and under what circumstances this might occur.