Does the Floors To Go franchise agreement require all amendments to be in writing?
Floors_To_Go Franchise · 2025 FDDAnswer from 2025 FDD Document
SCHEDULE "B"
STATE SPECIFIC AMENDMENTS to THE MEMBERSHIP AGREEMENT
Required by
HAWAII, ILLINOIS, INDIANA, MARYLAND, MICHIGAN, MINNESOTA NORTH DAKOTA, RHODE ISLAND, SOUTH DAKOTA, WASHINGTON and WISCONSIN
PLEASE SEE EXHIBIT "B" FOR STATE SPECIFIC AMENDMENTS
EXHIBIT "B"
FLOORS TO GO, LLC
FRANCHISE DISCLOSURE DOCUMENT
Dated March 12, 2025
STATE SPECIFIC AMENDMENTS
TO THE MEMBERSHIP AGREEMENT
HAWAII, ILLINOIS, INDIANA, MARYLAND, MICHIGAN, MINNESOTA, NORTH DAKOTA, RHODE ISLAND, SOUTH DAKOTA, WASHINGTON and WISCONSIN
Exhibit B-1
Hawaii Amendment
In recognition of the requirements of the Hawaii Franchise Investment Law, Hawaii Rev. Stat. §§ 482E-1 et seq., the parties to the attached Membership Agreement (the "Agreement") agree to amend the Agreement as follows:
- Section 13 of the Agreement shall be supplemented by the addition of the following new Section 13.4, which shall be considered an integral part of the Agreement:
13.4 Your Interest Upon Termination.
Exhibit B-8
Rhode Island Amendment
In recognition of the requirements of the Rhode Island Franchise Investment Act, Rhode Island General Laws §§19-28.1-14, the parties to the attached Membership Agreement (the "Agreement") agree as follows:
- Section 16.2 of the Agreement shall be supplemented by the following provision which shall be considered an integral part of the Agreement:
This section shall not in any way abrogate or reduce any rights of franchisees as provided for under the Rhode Island Franchise Investment Act (Rhode Island General Laws § 19-28.1-14). A provision in a franchise agreement restricting jurisdiction or venue to a forum outside this state or requiring the application of the laws of another state is void with respect to a claim otherwise enforceable under this act.
- Each provision of this Rhode Island Amendment shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Rhode Island Franchise Investment Act are met independently without references to this Rhode Island Amendment.
IN WITNESS WHEREOF, the parties hereto, intending to be legally bound hereby, have duly executed and delivered this Rhode Island Amendment to the Agreement to be effective on the day and year executed by Floors To Go, LLC below.
In recognition of the restrictions contained in Section 13.1-564 of the Virginia Retail Franchising Act, the Franchise Disclosure Document for Floors To Go, LLC for use in the Commonwealth of Virginia shall be amended as follows:
Additional disclosure. The following statements are added to Item 17.h.
Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to cancel a franchise without reasonable cause or to use undue influence to induce a franchisee to surrender any right given to him by any provision contained in the franchise agreement. If any ground for default or termination stated in the Franchise Agreement does not constitute "reasonable cause," as that term may be defined in the Virginia Retail Franchising Act or the laws of Virginia, that provision may not be enforceable.
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.
Exhibit D-1
CALIFORNIA DISCLOSURE
The California Franchise Investment Law requires that a copy of all proposed agreements relating to the sale of the franchise be delivered together with the Disclosure Document.
In recognition of the requirements of the California Franchise Investment Law, California Corporations Code § 31000 et seq**., the Floors To Go, LLC Disclosure Document for the offer of Floors To Go Showroom franchises for use in California shall be amended as follows:**
Source: Item 23 — RECEIPTS (FDD pages 47–204)
What This Means (2025 FDD)
Based on the 2025 Floors To Go Franchise Disclosure Document, the franchise agreement requires amendments to be in writing in certain states.
Specifically, the FDD includes state-specific amendments to the Floors To Go membership agreement for Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, North Dakota, Rhode Island, South Dakota, Washington, and Wisconsin. These amendments are in writing and address specific legal requirements within those states. For example, the Hawaii amendment supplements Section 13 of the agreement with a new Section 13.4 regarding the franchisee's interest upon termination. Similarly, the Maryland amendment supplements Section 16.5 of the agreement concerning franchisee representations and liabilities under Maryland law. The Rhode Island amendment supplements Section 16.2 regarding franchisee rights under the Rhode Island Franchise Investment Act.
For Virginia, the FDD states that no statement signed by a franchisee can waive claims under state franchise law or disclaim reliance on statements made by Floors To Go. This is also a written amendment to ensure compliance with the Virginia Retail Franchising Act. The California disclosure also stipulates that all proposed agreements relating to the sale of the franchise must be delivered together with the disclosure document, implying that these agreements, including amendments, must be in writing.
While the FDD explicitly details written amendments for specific states to comply with their franchise laws, it does not provide a general statement that all amendments to the Floors To Go franchise agreement must be in writing across all jurisdictions. Prospective franchisees should clarify with Floors To Go whether there are any circumstances under which amendments or modifications to the franchise agreement could be made verbally or through other non-written means.