Does the addendum create any duties, obligations, or liabilities of or against Crisp & Green or any affiliate of Crisp & Green?
Crisp_Green Franchise · 2024 FDDAnswer from 2024 FDD Document
----------|--------------|-----------------| | | (Signature) | (Signature) | | | (Print Name) | (Print Name) | | | (Signature) | (Signature) | | | (Print Name) | (Print Name) | | | (Signature) | (Signature) | | | (Print Name) | (Print Name) | | | (Signature) | (Signature) | | | (Print Name) | (Print Name) |
EXHIBIT B STATE-SPECIFIC ADDENDA
ADDENDUM TO THE CRISP & GREEN AREA DEVELOPMENT AGREEMENT FOR THE STATE OF ILLINOIS
Notwithstanding anything to the contrary set forth in the Crisp & Green Franchising LLC Area Development Agreement, the following provisions shall supersede any inconsistent provisions and apply to all Crisp & Green franchises offered and sold in the state of Illinois:
This Illinois Addendum is only applicable if the developer is domiciled in Illinois or if the offer of the franchise is made or accepted in Illinois and the franchise business is or will be located in Illinois.
-
- Notwithstanding the fact that the Area Development Agreement requires that the Agreement be governed by the laws of the State of Minnesota, to the extent required by Rule 200.608 of the Illinois Franchise Disclosure Laws, the Agreement shall be governed and construed in accordance with the laws of the State of Illinois.
-
- The other conditions under which your franchise can be terminated and your rights of nonrenewal may be affected by Illinois Law, 815 Illinois Compiled Statutes 705/19 and 705/20.
-
- Section 4 of the Illinois Franchise Disclosure Act states that "Any provision of a franchise agreement which designates jurisdiction or venue in a forum outside of this state (Illinois) is void with respect to any cause of action which otherwise is enforceable in this State, provided that a franchise agreement may provide for arbitration in a forum outside of this State."
-
- Any condition, stipulation or provision purporting to bind any person acquiring a franchise to waive requirements with any provisions of the Illinois Franchise Disclosure Act or any other law of the State of Illinois is void. This shall not prevent any person from entering into a settlement agreement or executing a general release regarding a potential or actual lawsuit filed under the provisions of the Illinois Franchise Disclosure Act, nor shall it prevent the arbitration of any claims pursuant to the provisions of Title IX of the United States Code.
-
- Section 5 of the Area Development Agreement shall be modified by the addition of the following sentence at the end of such section.
- "To the extent required by Illinois law, the Franchisor shall provide reasonable notice to the Developer with the opportunity to cure any defaults under this Section 5, to the extent required by Illinois law, which in no event shall be less than ten (10) days, and in no event shall such notice be required to be greater than thirty (30) days."
-
- 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.
- Each provision of this Addendum shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Illinois Franchise Disclosure Act are met independently without reference to this Addendum.
Each of the undersigned hereby acknowledges having read and understood this Addendum and consents to be bound by all of its terms.
| CRISP & GREEN FRANCHISING LLC, a Minnesota limited liability company | | |----------------------------------------------------------------------------|--------------------------------------------------------------------| | | (Name of corporation, limited liability company or partnership) | | By: | By: | | Print Name: | Print Name: | | Title: | Title: |
ADDENDUM TO THE CRISP & GREEN AREA DEVELOPMENT AGREEMENT FOR THE STATE OF MARYLAND
Notwithstanding anything to the contrary set forth in the Crisp & Green Franchising LLC Area Development Agreement, the following provisions shall supersede and apply to all Crisp & Green franchises sold to residents in the state of Maryland:
Source: Item 23 — RECEIPTS (FDD pages 66–252)
What This Means (2024 FDD)
According to the 2024 Crisp & Green Franchise Disclosure Document, the addenda modify the Area Development Agreement for specific states, potentially creating duties, obligations, or liabilities for Crisp & Green or its affiliates. For example, the New York addendum revises Section 7 of the Area Development Agreement to state that Crisp & Green will not make an assignment except to an assignee who, in Crisp & Green's good faith judgment, is willing and able to assume its obligations under the Agreement. This creates an obligation for Crisp & Green to assess the assignee's ability to fulfill the agreement. Similarly, the Virginia addendum states that no statement signed by a franchisee can waive claims under state franchise law or disclaim reliance on franchisor statements, which could increase Crisp & Green's liability regarding franchisee claims. The Rhode Island addendum adds a paragraph to Section 5 of the agreement, but the content of that paragraph is not included in the provided excerpts.
In the North Dakota addendum, Section 9 of the Area Development Agreement is amended to provide that the prevailing party in any enforcement action is entitled to recover all costs and expenses, including attorneys' fees. This could create a financial liability for Crisp & Green if they do not prevail in an enforcement action. Additionally, Section 6.B is modified to remove any requirement that the franchisee consent to termination penalties or liquidated damages, which could limit Crisp & Green's ability to recover damages upon termination. The Wisconsin addendum states that it is for the purpose of complying with Wisconsin's statutes and regulations, but the specific modifications are not detailed in the provided excerpts.
These addenda aim to protect franchisees' rights and ensure compliance with state laws, which in turn, place certain obligations and potential liabilities on Crisp & Green. Prospective franchisees should carefully review the addendum specific to their state and understand how it modifies the Area Development Agreement. It is important to consult with a legal professional to fully understand the implications of these changes and how they might affect the franchisee-franchisor relationship. Understanding these state-specific modifications is crucial for assessing the overall risk and obligations associated with a Crisp & Green franchise.