What is the effect of a franchisee waiving claims under applicable state franchise law in connection with the commencement of the Cicis franchise relationship in Maryland?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
MARYLAND
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- 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.
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- The following is added to the end of the "Summary" sections of Item 17.c., entitled "Requirements for franchisee to renew or extend", and Item 17.m., entitled "Conditions for franchisor approval of transfer":
Pursuant to COMAR 02.02.08.16L, any release required as a condition of renewal and/or assignment/transfer will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law.
- The following is added to the end of the "Summary" section of Item 17.f., entitled "'Cause' defined - defaults which cannot be cured":
The Area Development Agreement and Franchise Agreement provides for termination upon bankruptcy. This provision might not be enforceable under federal bankruptcy law (11 U.S.C. Sections 101 et seq.), but we will enforce it to the extent enforceable.
- The "Summary" section for the Area Development Agreement and Franchise Agreement of Item 17(v), entitled "Choice of forum" and 17(w) entitled "Choice of law" is amended to add the following:
A franchisee may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law. Any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the franchise.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 58–64)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, in Maryland, any statement, questionnaire, or acknowledgment signed by a franchisee at the start of their franchise relationship cannot waive claims under Maryland franchise law. This includes claims related to fraud in the inducement, meaning Cicis franchisees cannot waive their right to sue Cicis for misleading them into signing the franchise agreement. This protection is in place to ensure franchisees retain their legal rights under Maryland law, regardless of any agreement terms suggesting otherwise. This provision takes precedence over any conflicting terms in the franchise documents.
This means that even if a Cicis franchisee signs a document that appears to waive their rights, that waiver will not be enforceable in Maryland courts regarding claims arising under Maryland franchise law. This is a significant protection for franchisees, as it prevents Cicis from using contractual language to shield itself from liability for violating Maryland franchise laws. The franchisee can still pursue legal action against Cicis for violations of Maryland franchise law within the specified timeframe.
Furthermore, any release required as a condition of renewal, assignment, or transfer of the franchise will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law. This ensures that franchisees are not forced to give up their rights under Maryland law in order to renew their franchise agreement or transfer it to someone else. Franchisees may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law, and these claims must be brought within 3 years after the grant of the franchise.