Does the Crisp & Green Maryland addendum modify the definition of any terms used in the Franchise Agreement?
Crisp_Green Franchise · 2024 FDDAnswer from 2024 FDD Document
ADDENDUM TO CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT FOR THE STATE OF MARYLAND
In recognition of the requirements of the Maryland Franchise Registration and Disclosure Law, Maryland Code of Business Regulation §§ 14-201 - 14-233, the Franchise Disclosure Document for Crisp & Green in connection with the offer and sale of franchises for use in the State of Maryland shall be amended to include the following:
- Item 17, "Renewal, Termination, Transfer and Dispute Resolution," shall be amended by the addition of the following language:
The general release language required as a condition of renewal, sale and/or assignment or transfer will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law.
Although the franchise agreement and area development agreement require litigation to be held in the city where our principal executive office is located, you may sue in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law, subject to the mediation and arbitration provisions of the franchise agreement and area development agreement.
The franchise agreement and area development agreement provide for termination upon your bankruptcy. This provision might not be enforceable under federal bankruptcy law (11. U.S.C. Sections 101 et seq.), but we will enforce it to the extent enforceable.
Any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within three years after the grant of your franchise.
Source: Item 23 — RECEIPTS (FDD pages 66–252)
What This Means (2024 FDD)
According to the 2024 Crisp & Green Franchise Disclosure Document, the addendum for Maryland does not explicitly modify the definition of any terms used in the Franchise Agreement. However, it does include provisions that supersede or amend certain sections of the agreement to comply with Maryland law. Specifically, the addendum addresses Item 17, "Renewal, Termination, Transfer and Dispute Resolution," by adding language that affects the enforceability of general release language, venue for lawsuits, and termination upon bankruptcy, in accordance with the Maryland Franchise Registration and Disclosure Law. These changes do not redefine terms but rather clarify and modify the application of existing terms within the legal framework of Maryland.
For a prospective Crisp & Green franchisee in Maryland, this means that certain clauses in the standard Franchise Agreement are subject to specific modifications to align with Maryland franchise law. For example, the general release required for renewal or transfer will not apply to claims arising under Maryland franchise law, and franchisees may sue in Maryland for claims under that law, despite the agreement's standard venue clause. Additionally, the enforceability of termination upon bankruptcy is qualified by federal bankruptcy law.
These modifications provide additional protections to franchisees operating in Maryland, ensuring that their rights under Maryland franchise law are preserved. The addendum also specifies a three-year statute of limitations for claims arising under the Maryland Franchise Registration and Disclosure Law. While the addendum does not change the definitions of terms, it is important for potential franchisees to understand how these modifications affect their rights and obligations under the Franchise Agreement within the state of Maryland.