Does the Crisp & Green Maryland addendum impose any geographic limits on the franchise?
Crisp_Green Franchise · 2024 FDDAnswer from 2024 FDD Document
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:
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- Section 5 of the Area Development Agreement is revised to provide that termination upon bankruptcy might not be enforceable under the U.S. Bankruptcy Act, but Franchisor intends to enforce it to the extent enforceable.
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- Section 9 of the Area Development Agreement is revised to include the following language:
"Notwithstanding the standing provisions of this section, you may bring a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law. Any claims under the Maryland Franchise Registration and Disclosure Law must be brought within three years after the grant of the franchise."
Source: Item 23 — RECEIPTS (FDD pages 66–252)
What This Means (2024 FDD)
The 2024 Crisp & Green FDD includes an addendum for the state of Maryland that addresses legal considerations specific to Maryland franchise law. While the addendum modifies certain provisions of the franchise and area development agreements to comply with Maryland law, it does not explicitly impose any geographic limits on the franchise itself. The addendum primarily focuses on clarifying franchisees' rights under Maryland's franchise laws, particularly regarding termination, dispute resolution, and waivers.
Specifically, the Maryland addendum ensures that franchisees can pursue claims under Maryland franchise law within the state, regardless of any clauses in the standard agreements that might require litigation elsewhere. It also addresses the enforceability of termination clauses related to bankruptcy under federal law. These revisions aim to protect the franchisee's rights within the legal framework of Maryland.
However, the standard Crisp & Green franchise agreement does define a "Designated Area" around the franchisee's approved premises, within which Crisp & Green will not establish another franchise location during the term of the agreement, subject to certain conditions and reservations of rights. The franchisor retains the right to develop and operate Crisp & Green restaurants outside the Designated Area, regardless of their proximity or potential impact on the franchisee's business. Therefore, while the Maryland addendum itself does not impose geographic limits, the underlying franchise agreement does establish a defined territory for each franchisee.