Does the Crave Cookies franchise agreement require the franchisee to consent to a limitation of claims?
Crave_Cookies Franchise · 2025 FDDAnswer from 2025 FDD Document
- **5.
Limitation of Liability.** Franchisee's commitment to develop Crave Cookies businesses is in the nature of an option only.
If Crave Cookies Franchising terminates this MUDA for Franchisee's default, Franchisee shall not be liable to Crave Cookies Franchising for lost future revenues or profits from the unopened Crave Cookies businesses.
Franchisee may terminate this MUDA at any time.
4 Crave Cookies FDD 2025 Rider to Lease Agreement
EXHIBIT E
FORM OF GENERAL RELEASE
[This is our current standard form of General Release. This document is not signed when you purchase a franchise. In circumstances such as a renewal of your franchise or as a condition of our approval of a sale of your franchise, we may require you to sign a general release.]
This General Release ("Release") is executed by the undersigned ("Releasor") in favor of Crave Cookies Franchising, LLC, a Utah limited liability company ("Crave Cookies Franchising").
Background Statement: [describe circumstances of Release]
Releasor agrees as follows:
- **1.
Release.** Releasor (on behalf of itself and its parents, subsidiaries and affiliates and their respective past and present officers, directors, shareholders, managers, members, partners, agents, and employees (collectively, the "Releasing Parties")) hereby releases Crave Cookies Franchising, its affiliates, and their respective directors, officers, shareholders, employees, and agents (collectively, the "Released Parties") from any and all claims, causes of action, suits, debts, agreements, promises, demands, liabilities, contractual rights and/or obligations, of whatever nature, known or unknown, which any Releasing Party now has or ever had against any Released Party based upon and/or arising out of events that occurred through the date hereof, including without limitation, anything arising out of the Franchise Agreement (collectively, "Claims").
**2.
(10) Limiting litigation brought for breach of the agreement in any manner whatsoever.
No statement, questionnaire, or acknowledgment 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.
Source: Item 23 — RECEIPTS (FDD pages 47–194)
What This Means (2025 FDD)
According to the 2025 Crave Cookies Franchise Disclosure Document, the franchise agreement includes a "Limitation of Liability" clause within the Multi-Unit Development Agreement (MUDA). This clause states that the franchisee's commitment to develop Crave Cookies businesses is considered an option, limiting the franchisee's liability to Crave Cookies Franchising for lost future revenues or profits from unopened locations if the MUDA is terminated due to the franchisee's default.
In addition, the FDD includes a form of general release that Crave Cookies may require the franchisee to sign in circumstances such as a renewal of the franchise or as a condition of approval for a sale of the franchise. This release requires the franchisee to release Crave Cookies Franchising from any and all claims, causes of action, and liabilities arising out of events that occurred through the date of the release, including anything arising out of the Franchise Agreement. The franchisee also agrees not to initiate any legal proceedings against Crave Cookies Franchising.
However, the FDD also contains state-specific addenda that modify the franchise agreement to comply with local laws. For example, the New York Rider does not contain any modifications to the limitation of claims. The Maryland Rider states that limiting litigation brought for breach of the agreement in any manner whatsoever is prohibited. The Washington Franchise Disclosure Document and Franchise Agreement Addendum states that franchisees cannot waive any claims under any applicable state franchise law. These addenda suggest that the enforceability of the limitation of claims and general release may vary depending on the franchisee's location and applicable state laws.