Can Crisp & Green unilaterally waive any obligation of the franchisee under the franchise agreement?
Crisp_Green Franchise · 2024 FDDAnswer from 2024 FDD Document
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.
The general release a franchisee and its affiliated parties are required to sign to execute a transfer pursuant to Sections 13.02(h) and 15.03 of the Franchise Agreement does not waive any liability against franchisor parties or their affiliates that may arise under the Washington Franchise Investment Protection Act or any rule or order thereunder.
The general release set forth in Section 18.15 of the Franchise Agreement does not waive any liability against franchisor parties or their affiliates that may arise under the Washington Franchise Investment Protection Act or any rule or order thereunder.
Section 16.04 of the Franchise Agreement is modified to the extent necessary to be consistent with RCW 19.100.180(2)(i) and 2(j).
Source: Item 23 — RECEIPTS (FDD pages 66–252)
What This Means (2024 FDD)
According to the 2024 Crisp & Green Franchise Disclosure Document, the addenda for several states clarify that certain acknowledgments signed by a franchisee do not waive rights or claims under applicable state franchise laws. Specifically, these acknowledgments cannot waive claims related to fraud in the inducement or disclaim reliance on statements made by Crisp & Green or its representatives. This provision takes precedence over any conflicting terms in other franchise documents. These stipulations are outlined in addenda applicable to franchisees in North Dakota, New York, Indiana, and Virginia.
For franchisees in New York, the addendum ensures that rights arising from Article 33 of the General Business Law (GBL) of New York remain in effect, satisfying the non-waiver provisions of GBL Sections 687.4 and 687.5. Additionally, franchisees in New York have the right to terminate the Area Development Agreement to the extent allowed under applicable law. In Indiana, the addendum addresses concerns related to non-compete covenants, unilateral termination, governing law, and arbitration, ensuring that Indiana law prevails in certain situations to protect the franchisee's rights.
In Washington, the general release required for franchise transfers does not waive liability against Crisp & Green or its affiliates under the Washington Franchise Investment Protection Act. Similarly, the general release in Section 18.15 of the Franchise Agreement does not waive such liability. Section 16.04 of the Franchise Agreement is also modified to align with Washington state law (RCW 19.100.180(2)(i) and 2(j)). These addenda collectively emphasize that while franchisees must adhere to the franchise agreement, certain state laws protect their rights and prevent them from unknowingly waiving legal claims against Crisp & Green.