In the event of conflicting laws, which law prevails for a Cordova franchise?
Cordova Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchising Act or the laws of Virginia, that provision may not be enforceable.
No statement, questionnaire or acknowledgement 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.
Washington FDD Amendment
Amendments to the Cordova Franchise Disclosure Document
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Franchise Disclosure Document, the franchise agreement, and all related agreements regardless of anything to the contrary contained therein. This Addendum applies if: (a) the offer to sell a franchise is accepted in Washington; (b) the purchaser of the franchise is a resident of Washington; and/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
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- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
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- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise. There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor. Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
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- Site of Arbitration, Mediation, and/or Litigation. 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. In addition, if litigation is not precluded by the franchise agreement, a franchisee may bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington.
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- General Release.
Source: Item 23 — RECEIPTS (FDD pages 44–195)
What This Means (2025 FDD)
According to Cordova's 2025 Franchise Disclosure Document, the specific laws that prevail in the event of a conflict depend on the location of the franchise. For franchisees in Washington, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW, will prevail in the event of a conflict of laws. For North Dakota franchisees, North Dakota law shall apply. For franchisees in New York, nothing in the agreement should be considered a waiver of any right conferred upon franchisee by New York General Business Law, Sections 680-695. For franchisees in Minnesota, all rights enjoyed by Franchisee and any causes of action arising in Franchisee's favor from the provisions of the Minnesota Franchise Act, Minn. Stat. Section 80C.14 et seq. and Minnesota Rules 2860.4400(D), shall remain in force. For franchisees in Maryland, a franchisee may bring a lawsuit in Maryland for claims arising.
This means that if there is a discrepancy between the standard franchise agreement and the franchise laws of Washington, North Dakota, New York, Minnesota, or Maryland, the state's franchise laws will take precedence. This is a significant protection for franchisees, as it ensures that their rights under state law are not overridden by the franchise agreement. Prospective franchisees should be aware of the specific franchise laws in their state and how they may impact their relationship with Cordova.
This type of amendment is relatively common in franchise agreements to ensure compliance with state-specific franchise laws, which vary considerably. Franchisees should consult with an attorney to fully understand their rights and obligations under both the franchise agreement and applicable state laws. Cordova's willingness to incorporate these state-specific protections suggests a commitment to compliance and franchisee fairness.