Does the Cicis franchisee warrant that they have not assigned or transferred any claims released in the agreement?

According to Cicis's 2025 Franchise Disclosure Document, franchisees, on behalf of themselves and other related parties, must agree to release Cicis from all claims and further agree not to sue Cicis on any of the released claims. As part of this release, the franchisee warrants and represents that they have not assigned or transferred any of the claims being released. This means the franchisee confirms they still possess the rights to those claims and haven't given them to someone else.

This requirement ensures that Cicis is dealing directly with the original claimant and that there are no third parties involved who might later bring a claim based on the same issues. The release is intended to provide Cicis with a clean break from past disputes and liabilities related to the franchise agreement or the operation of the restaurant. The franchisee is essentially promising that they haven't already sold or given away their right to sue Cicis for anything covered by the release.

However, the FDD also notes an important exception for franchisees operating in Maryland or who are residents of Maryland. In these cases, any general release provided in the agreement does not apply to liabilities arising under the Maryland Franchise Registration and Disclosure Law. This means that even if a Maryland franchisee signs a release, they still retain their rights to bring claims against Cicis under Maryland franchise law. This exception is designed to protect franchisees in Maryland and ensure they are not unknowingly waiving their rights under state law.

Prospective franchisees should carefully review the release and covenant not to sue, understand what claims are being released, and be aware of any exceptions that may apply based on their location or residency. Franchisees should also consult with an attorney to fully understand the implications of signing such a release and to ensure their rights are protected.