Does the Dermani Medspa franchise agreement allow a franchisee to disclaim reliance on statements made by the franchisor or its representatives?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
The following statement shall be deemed to amend the Area Development Agreement, and the Franchisee Compliance Certification attached to the dermani MEDSPA FDD at Exhibit M:
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.
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- Any capitalized terms that are not defined in this Addendum shall have the meaning given them in the Area Development Agreement.
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- Except as expressly modified by this Addendum, the Area Development Agreement remains unmodified and in full force and effect.
This Addendum is being entered into in connection with the Area Development Agreement. In the event of any conflict between this Addendum and the Area Development Agreement, the terms and conditions of this Addendum shall apply.
dermani MEDSPA® Franchising LLC Its: Its:
MARYLAND ADDENDUM TO FRANCHISE AGREEMENT
To the extent the Maryland Franchise Registration and Disclosure Law, Md. Code Bus. Reg. §§14- 201 – 14-233 applies, the terms of this Addendum apply.
- Notwithstanding anything to the contrary contained in the Franchise Agreement, to the extent that the Franchise Agreement contains provisions that are inconsistent with the following, such provisions are hereby amended:
All representations requiring prospective franchisees to assent to a release, estoppel or waiver of liability are not intended to nor shall they act as a release, estoppel or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law.
Nothing in the Franchise Agreement prevents the franchisee from bringing a lawsuit in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law.
Nothing in the Franchise Agreement operates to reduce the 3-year statute of limitations afforded to a franchisee for bringing a claim arising under the Maryland Franchise Registration and Disclosure Law. Further, any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the franchise.
Source: Item 23 — RECEIPTS (FDD pages 66–311)
What This Means (2025 FDD)
According to the 2025 Dermani Medspa Franchise Disclosure Document, the franchise agreement does not allow a franchisee to disclaim reliance on statements made by Dermani Medspa or its representatives. Specifically, an addendum to the franchise agreement clarifies that no statement, questionnaire, or acknowledgment signed by a franchisee can waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by the franchisor or its representatives. This addendum supersedes any conflicting terms in other documents related to the franchise agreement. This protection is particularly emphasized in the Maryland Addendum, ensuring that franchisees in Maryland retain their rights and protections under Maryland franchise law.
This provision is beneficial for prospective Dermani Medspa franchisees as it protects them from being bound by disclaimers that could prevent them from pursuing legal action based on misrepresentations made during the franchise sales process. It ensures that franchisees can rely on the information provided by the franchisor when making their investment decision and that they are not waiving their rights to hold the franchisor accountable for any misleading statements. This is especially important in the context of franchise law, where franchisees often rely heavily on the franchisor's representations about the potential success and profitability of the business.
The Maryland Addendum further reinforces franchisee rights by stating that representations requiring franchisees to release, waive, or be estopped from liability do not act as such under Maryland law. It also ensures that franchisees can bring lawsuits in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law and preserves the three-year statute of limitations for such claims. These provisions collectively provide a strong legal framework for protecting Dermani Medspa franchisees in Maryland and ensuring that they have access to legal remedies if they are harmed by the franchisor's actions.
It is important for prospective franchisees to carefully review the franchise agreement and any addenda, such as the Maryland Addendum, to fully understand their rights and obligations. Consulting with an attorney experienced in franchise law is advisable to ensure that they are aware of all the protections available to them and to assess the overall fairness and legality of the franchise agreement. This due diligence can help franchisees make informed decisions and avoid potential disputes with the franchisor in the future.