What does the Crave Cookies General Release cover regarding claims against the 'Released Parties'?
Crave_Cookies Franchise · 2025 FDDAnswer from 2025 FDD Document
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.
Covenant Not to Sue.** Releasor (on behalf of all Releasing Parties) covenants not to initiate, prosecute, encourage, assist, or (except as required by law) participate in any civil, criminal, or administrative proceeding or investigation in any court, agency, or other forum, either affirmatively or by way of cross-claim, defense, or counterclaim, against any Released Party with respect to any Claim.
- 3. Representations and Acknowledgments. Releasor represents and warrants that: (i) Releasor is the sole owner of all Claims, and that no Releasing Party has assigned or transferred, or purported to assign or transfer, to any person or entity, any Claim; (ii) Releasor has full power and authority to sign this Release; and (iii) this Release has been voluntarily and knowingly signed after Releasor has had the opportunity to consult with counsel of Releasor's choice.
Releasor acknowledges that the release in Section 1 is a complete defense to any Claim.
- 4. Miscellaneous. If any of the provisions of this Release are held invalid for any reason, the remainder of this Release will not be affected and will remain in full force and effect.
In the event of any dispute concerning this Release, the dispute resolution, governing law, and venue provisions of the Franchise Agreement shall apply.
Releasor agrees to take any actions and sign any documents that Crave Cookies Franchising reasonably requests to effectuate the purposes of this Release.
This Release contains the entire agreement of the parties concerning the subject matter hereof. This Release shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
5. The State of Washington. This general release does not apply with respect to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100, and the rules adopted thereunder.
Source: Item 23 — RECEIPTS (FDD pages 47–194)
What This Means (2025 FDD)
According to the 2025 Crave Cookies FDD, the General Release covers a broad range of claims that a franchisee (Releasor) and related parties might have against Crave Cookies Franchising and its affiliates (Released Parties). The release includes 'any and all claims, causes of action, suits, debts, agreements, promises, demands, liabilities, contractual rights and/or obligations, of whatever nature, known or unknown' that the Releasing Parties have or ever had against any Released Party. This encompasses anything arising out of events that occurred through the date of the release, including, without limitation, anything arising out of the Franchise Agreement.
In practical terms, this means that when a franchisee signs the General Release, they are giving up their right to sue Crave Cookies for virtually any reason related to the franchise agreement or events that have occurred up to that point. This includes known and unknown claims, so even if a franchisee is unaware of a potential issue, they are still releasing Crave Cookies from liability. The franchisee also agrees not to participate in any legal actions against Crave Cookies.
However, the FDD also notes some limitations and exceptions to this release. For example, the release does not apply to any liability under the Maryland Franchise Registration and Disclosure Law, or with respect to claims arising under the Washington Franchise Investment Protection Act. Furthermore, in North Dakota, franchisees are not required to sign a general release upon renewal of the agreement. These exceptions suggest that Crave Cookies must comply with specific state laws regarding franchise relationships, and franchisees should be aware of their rights under these laws.
The General Release is typically required in circumstances such as a renewal of the franchise or as a condition of approval of a sale of the franchise. Franchisees should carefully consider the implications of signing such a release and consult with an attorney to understand their rights and potential claims before signing. This is especially important given the broad scope of the release and the potential for unforeseen issues to arise during the franchise term.