What is the definition of 'Claims' that are released in the Cicis franchise agreement?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
- E. Release.
You, on behalf of yourself, and your current and former parents, affiliates, and subsidiaries, and each of the foregoing person's or entity's respective direct or indirect owners, officers, directors, employees, representatives, predecessors, spouses, heirs, principals, attorneys, agents, successors, and assigns (collectively, the "Releasing Parties"), do hereby absolutely and irrevocably release and discharge us and our parents, subsidiaries, and affiliates, and each of the foregoing entity's current and former owners, officers, directors, employees, managers, agents, representatives, predecessors, successors, and assigns (the "Franchisor Parties"), of and from any and all claims, obligations, debts, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind and nature whatsoever, whether known or unknown, suspected or unsuspected, at law or in equity (collectively, "Claims"), which any of them has, had or may have, from the beginning of time to the Effective Date, including, without limitation, those arising out of or relating in any way to the Original Franchise Agreement, the relationship created by the Original Franchise Agreement, or the development, ownership, or operation of the Restaurant.
You, on behalf of yourself and on behalf of the other Releasing Parties, further covenant not to sue any of the Franchisor Parties on any of the Claims released by this Section and warrant and represent that you and they have not assigned or otherwise transferred any Claims released by this Section.
If the Restaurant you operate under the Original Franchise and/or New Franchise Agreement is located in Maryland or if any of the Releasing Parties is a resident of Maryland, the following shall apply:
Any general release provided for hereunder shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 58–64)
What This Means (2025 FDD)
According to the 2025 Cicis Franchise Disclosure Document, the term 'Claims' encompasses a broad range of potential legal and financial grievances that a franchisee (referred to as 'You' or 'Releasing Parties') might have against Cicis (referred to as 'Us' or 'Franchisor Parties'). These claims are released as part of the franchise agreement. The definition includes not only known issues but also those that are unknown or unsuspected. This release covers any possible cause of action, whether based in law or equity.
Specifically, 'Claims' include all claims, obligations, debts, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind and nature whatsoever. This extensive list aims to cover virtually any type of dispute or disagreement that could arise between the franchisee and Cicis. The release extends from the beginning of time up to the effective date of the agreement, covering issues related to the original franchise agreement, the relationship it created, and the development, ownership, or operation of the restaurant.
However, there is an important exception for franchisees operating in Maryland or who are residents of Maryland. The FDD states that any general release provided in the agreement does not apply to any liability under the Maryland Franchise Registration and Disclosure Law. This means that Maryland franchisees retain their rights to pursue claims under that specific state law, despite the broad release of claims in the franchise agreement. This ensures that franchisees in Maryland are not waiving their rights under their state's franchise laws.