What does 'Claims' mean in the City Wide release agreement?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Release. Franchisee hereby absolutely and forever releases and discharges CITY WIDE and its Related Parties (as defined below), from and against any and all Claims (as defined below) of Franchisee arising out of or relating to the offer or sale of the Franchise Agreement(s), including violations of any federal or state law, rule, or regulation pertaining thereto. "Related Parties" means predecessors, affiliates, agents, employees, successors, assigns, and their respective officers, directors, shareholders, heirs, executors, and representatives. "Claims" means any and all claims, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind and nature whatsoever, whether now known or unknown, suspected or unsuspected, at law or in equity, which the releasing party now has, owns or holds, at any time before this time ever had, owned or held, or at any time after this time has, owns or holds. Franchisee hereby irrevocably covenants not to assert, or to initiate any suit or proceeding based in whole or in part upon any Claim released hereunder.
Source: Item 23 — RECEIPT (FDD pages 65–271)
What This Means (2025 FDD)
According to City Wide's 2025 Franchise Disclosure Document, the term "Claims" in the release agreement is comprehensively defined. It encompasses any and all legal actions that a franchisee might pursue against City Wide. This includes not only actions that are currently known but also those that are unknown or not yet suspected.
Specifically, "Claims" includes any claims, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind and nature whatsoever, whether now known or unknown, suspected or unsuspected, at law or in equity, which the releasing party now has, owns or holds, at any time before this time ever had, owned or held, or at any time after this time has, owns or holds. This definition is very broad, indicating that City Wide intends to prevent franchisees from initiating any form of legal action against them related to the franchise agreement, with few exceptions.
This clause has significant implications for prospective franchisees. By signing the release, a franchisee essentially gives up the right to sue City Wide for any reason related to the franchise, including issues that may arise in the future and are currently unforeseen. Franchisees should carefully consider this clause and seek legal advice to fully understand the scope of the claims they are waiving. It is also important to note that this release does not waive any liability City Wide may have under the Washington Franchise Investment Protection Act, RCW 19.100, and the rules adopted thereunder.