What does the provision regarding waivers and disclaimers supersede in the context of the Ella Cafe franchise?
Ella_Cafe Franchise · 2024 FDDAnswer from 2024 FDD Document
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- No statement, questionnaire or acknowledgement 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.
Source: Item 11 — FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING (FDD pages 24–33)
What This Means (2024 FDD)
According to Ella Cafe's 2024 Franchise Disclosure Document, a specific provision applies to franchisees in Maryland regarding waivers and disclaimers. This provision states that no statement, questionnaire, or acknowledgement signed by a franchisee related to the franchise commencement can waive claims under applicable state franchise law, including fraud in the inducement.
Furthermore, this provision ensures that franchisees cannot disclaim reliance on statements made by the franchisor, franchise seller, or anyone acting on their behalf. This is designed to protect franchisees from unknowingly relinquishing their rights or claims based on misrepresentations made during the franchise sales process.
Importantly, the FDD specifies that this particular provision supersedes any other conflicting term within any document executed in connection with the Ella Cafe franchise agreement. This means that if any other clause attempts to undermine these protections for Maryland franchisees, this specific provision takes precedence, reinforcing the franchisee's rights under Maryland law.