Under what conditions is a release or waiver of rights valid for a Fat Shack franchise in Washington?
Fat_Shack Franchise · 2025 FDDAnswer from 2025 FDD Document
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SAMPLE ACKNOWLEDGMENT OF TERMINATION AND RELEASE AGREEMENT
| This Acknowledgment of Termination and Release Agreement ("Agreement") is entered into this day of, 202, between FAT SHACK INC., a Delaware corporation ("Franchisor") and ("Franchisee"). The Franchisee and the Franchisor will collectively be |
|---|
| referred to herein as the "Parties." |
| RECITALS |
| WHEREAS, Franchisor and Franchisee entered into that certain franchise agreement ("Franchise |
| Agreement") dated, 20, in which Franchisor granted Franchisee the right to |
| operate a FAT SHACK Restaurant in the authorized territory ("Protected Territory") described in |
| Exhibit 1 of the Franchise Agreement; and |
| WHEREAS, on 202, Franchisee's rights under the terms of the Franchise |
| Agreement were terminated ("Termination") as a result of |
| WHEREAS, the Parties desire to enter into this Agreement for the purpose of acknowledging the |
| Termination; acknowledging Franchisor's retention of all rights and remedies under the Franchise |
| Agreement including, but not limited to, Franchisor's right to retain all of any type set forth in the |
| Franchise Agreement or any related agreements and right to audit Franchisee's books and records; and |
| fully and finally resolving all legal and equitable claims, known or unknown, of Franchisee existing |
| against Franchisor that were or could have been asserted by Franchisee in any action. |
| NOW, THEREFORE, in consideration of the mutual covenants, promises and agreements herein |
| contained, the parties hereto hereby covenant, promise and agree as follows: |
| AGREEMENT |
| 1. |
| Acknowledgment of Termination. |
| Franchisee acknowledges and agrees that all of its rights |
| under the Franchise Agreement and Development Agreement (if any) ("Franchise Documents"), were |
| fully and finally terminated on 202 |
| Franchisee agrees to abide by all |
| provisions which expressly survive the Termination of the Franchise Documents, as more fully set forth |
| in the Franchise Documents. |
| 2. |
| Release by Franchisee. As of the date of this Agreement, Franchisee does hereby compromise, |
| settle, and absolutely, unconditionally, and fully release, discharge, and hold harmless for itself and each |
| of its respective heirs, executors, administrators, representatives, successors, assigns, officers, members, |
| managers, |
| directors, |
| shareholders, |
| employees, |
| partners, |
| and |
| Affiliates (as |
| hereinafter |
| defined) |
| (collectively, the "Franchisee Releasing Parties"), the Franchisor and its past, present and future |
| officers, directors, agents, attorneys, employees, shareholders, successors, assigns, members, managers, |
| and Affiliates (collectively, the "Franchisor Released Parties"), for all purposes, of and from any and all |
| claims, debts, demands, damages, costs, expenses, actions, causes of action, or suits of any kind |
| whatsoever, at common law, statutory or otherwise, whether now known or not, whether contingent or |
| matured, including, without limitation, any claim, demand, or cause of action arising out of or in |
| connection with the Franchisee's FAT SHACK Restaurant or the Franchise Documents or any other |
| contractual relation between Franchisee and Franchisor and/or any Affiliate of the Franchisor, which the |
| Franchisee Releasing Parties may have had or may now have directly or indirectly against any or all of |
the Franchisor Released Parties based upon or arising out of any event, act, or omission that has occurred
prior to the date hereof. The Franchisee Releasing Parties further covenant and agree to never institute, prosecute or assist others to institute or prosecute, or in any way aid any claim, suit, action at law or in equity, or otherwise assert any claim against any or all of the Franchisor Released Parties for any damages (actual, consequential, punitive or otherwise), injunctive relief, or other loss or injury either to person or property, cost, expense, attorneys' fees, amounts paid on account of recovery or settlement, or any other damage or harm whatsoever, based upon or arising out of any event, act, or omission that has occurred prior to the date hereof.
Source: Item 23 — Receipts (FDD pages 53–223)
What This Means (2025 FDD)
According to the 2025 Fat Shack FDD, a release or waiver of rights becomes relevant when the franchise agreement is terminated. The franchisee is required to sign an Acknowledgment of Termination and Release Agreement, which releases Fat Shack from any claims the franchisee may have. This agreement is made in consideration of mutual promises and covenants between Fat Shack and the franchisee.
Specifically, the franchisee agrees to compromise, settle, and fully release Fat Shack from all claims, debts, demands, damages, costs, expenses, actions, or suits. This release covers all claims, whether known or unknown, at common law or statutory, that the franchisee may have against Fat Shack. It includes claims related to the Fat Shack restaurant, the franchise documents, or any contractual relationship between the franchisee and Fat Shack.
Additionally, if Fat Shack exercises its option to purchase the Fat Shack Restaurant, the franchisee and its owners must sign general releases in a form satisfactory to Fat Shack. These releases cover any and all claims against Fat Shack and its related parties, including shareholders, members, managers, officers, directors, employees, agents, successors, and assigns. A condition to closing the purchase is that the Fat Shack Restaurant has remained open during the period in which Fat Shack is deciding whether to exercise its option to purchase and until the closing takes place.
It is important for a prospective Fat Shack franchisee to carefully review the terms of the Acknowledgment of Termination and Release Agreement and any general releases required if Fat Shack exercises its purchase option. Franchisees should understand the full scope of the claims they are waiving and consider seeking legal counsel before signing such agreements.