Which specific sections of the Cool Binz Franchise Agreement and related agreements are modified by the Washington addendum to align with RCW 19.100.180?
Cool_Binz Franchise · 2025 FDDAnswer from 2025 FDD Document
tion Act, Chapter 19.100 RCW will prevail.
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- RCW 19.100.180 may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise. There may also be court decisions which may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise. Item 17(o), Section 13.B.13 of the Franchise Agreement, and the Equipment Sales and Security Agreement in Exhibit A-4 to the FDD are modified to be consistent with RCW 19.100.180, including that the franchisor is required to purchase certain assets at fair market value (including goodwill in certain instances), at the time of expiration or termination of the franchise, offset by any amounts owed by the franchisee to the franchisor.
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- In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration or mediation.
Source: Item 23 — RECEIPTS (FDD pages 63–238)
What This Means (2025 FDD)
According to Cool Binz's 2025 Franchise Disclosure Document, the Washington State Addenda modifies specific sections of the Franchise Agreement and related documents to comply with the Washington Franchise Investment Protection Act (RCW 19.100.180). Item 17(o) and Section 13.B.13 of the Franchise Agreement, along with the Equipment Sales and Security Agreement in Exhibit A-4, are adjusted to ensure consistency with RCW 19.100.180. This includes a requirement for Cool Binz to purchase certain assets at fair market value, potentially including goodwill, upon the expiration or termination of the franchise, with any franchisee debts to Cool Binz being offset against this amount.
Additionally, Items 17(c) and 17(m) of the FDD, as required by Sections 10.B.8 and 11.C of the Franchise Agreement, do not apply to claims arising under the Franchise Investment Protection Act, chapter 19.100 RCW, or any rules or order adopted thereunder, in accordance with RCW 19.100.220(2). Section 14.D of the Franchise Agreement does not apply to Washington franchisees. Section 15.C of the Franchise Agreement is amended to state that Franchisee only agrees to reimburse Franchisor for all reasonable attorneys' fees and other expenses incurred if the Franchisor is the prevailing party in a lawsuit or arbitration. Section 15.I of the Franchise Agreement, Section IV. 9 of the Personal Guaranty, and Section 8 of the Franchise Management Software License Agreement are amended to state that the waiver of punitive damages is not allowed.
Furthermore, the addendum specifies that in any arbitration or mediation involving a Cool Binz franchise purchased in Washington, the venue must be in Washington State or a location mutually agreed upon by both parties at the time of the arbitration or mediation, or as determined by the arbitrator or mediator. The addendum also clarifies that a franchisee's release or waiver of rights cannot include rights under the Washington Franchise Investment Protection Act, unless it is executed as part of a negotiated settlement after the franchise agreement is in effect and both parties are represented by independent counsel. Provisions that unreasonably restrict the statute of limitations for claims or rights and remedies under the Act, such as the right to a jury trial, may not be enforceable.