What aspects of the Craters & Freighters franchise agreement are subject to state law in Washington?
Craters_Freighters Franchise · 2025 FDDAnswer from 2025 FDD Document
In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW will prevail.
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(d) of the Franchise Agreement table and Item 17(d) of the Area Development Agreement in the Franchise Disclosure Document are amended to state that the franchisee may terminate under any grounds permitted by law.
Item 17(v) of the Area Development Agreement table in the Franchise Disclosure Document is amended to disclose that the franchise agreement's provisions regarding termination by the franchisee are subject to state law.
Within the context of RCW 19.100.180(1), Section 14 of the Franchise Agreement is amended to state: "Franchisee has no obligation to indemnify or hold harmless an indemnified party for losses to the
extent that they are determined to have been caused solely and directly by the indemnified party's negligence, willful misconduct, strict liability, or fraud."
Section 15.4 of the Franchise Agreement will not apply in the State of Washington.
No statement, questionnaire, or acknowledgement signed or agreed to by you 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 us, any franchise seller, or any other person acting on behalf of us. This provision supersedes any other term of any document executed in connection with the franchise.
Any general release which you must sign will not apply with respect to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100, and the rules adopted thereunder.
Sections 25.5(d)(i) through 25.5(d)(v) of the Franchise Agreement will not apply in the State of Washington.
Source: Item 22 — CONTRACTS (FDD pages 49–50)
What This Means (2025 FDD)
According to the 2025 Craters & Freighters Franchise Disclosure Document, several aspects of the franchise agreement are subject to Washington state law. The Washington Addendum to the Franchise Disclosure Document, Franchise Agreement, and related agreements specifies that the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW, will prevail in the event of a conflict of laws. This means that Washington state law takes precedence over the standard terms of the Craters & Freighters franchise agreement within the state.
RCW 19.100.180 may supersede the franchise agreement in areas such as termination and renewal. Additionally, court decisions in Washington could also override the franchise agreement regarding termination and renewal.
Several specific clauses within the standard Craters & Freighters franchise agreement are modified or rendered inapplicable in Washington. Item 17(d) of the Franchise Agreement and Area Development Agreement are amended to allow franchisee termination under any grounds permitted by law. Item 17(v) of the Area Development Agreement is amended to clarify that termination provisions are subject to state law. Section 14 of the Franchise Agreement is amended to limit the franchisee's obligation to indemnify Craters & Freighters for losses caused solely by Craters & Freighters's own negligence, misconduct, or fraud. Section 15.4 and Sections 25.5(d)(i) through 25.5(d)(v) of the Franchise Agreement do not apply in Washington. Furthermore, any statement or acknowledgment signed by the franchisee cannot waive claims under Washington franchise law or disclaim reliance on statements made by Craters & Freighters. Any general release signed by the franchisee will not apply to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100.