Does the Floyds 99 franchise agreement specify that the provision regarding waivers supersedes any other term of any document executed in connection with the franchise?
Floyds_99 Franchise · 2025 FDDAnswer from 2025 FDD Document
No disclaimer, questionnaire, clause, or statement signed by a franchisee in connection with the commencement of the franchise relationship shall be construed or interpreted as waiving any claim of fraud in the inducement, whether common law or statutory, or as disclaiming reliance on or the right to rely upon any statement made or information provided by any franchisor, broker or other person acting on behalf of the franchisor that was a material inducement to a franchisee's investment. Any statements or representations signed by a franchisee purporting to understand any fact or its legal effect shall be deemed made only based upon the franchisee's understanding of the law and facts as of the time of the franchisee's investment decision. This provision supersedes any other or inconsistent term of any document executed in connection with the franchise.
Source: Item 23 — RECEIPT (FDD pages 58–229)
What This Means (2025 FDD)
According to the 2025 Floyds 99 Franchise Disclosure Document, the franchise agreement includes provisions that address the superseding nature of certain clauses, particularly concerning waivers and acknowledgments related to fraud claims. Specifically, for franchisees, a statement, questionnaire, or acknowledgment signed in connection with starting the franchise cannot waive claims of fraud or disclaim reliance on franchisor statements. This specific provision takes precedence over any other conflicting terms in any document related to the franchise agreement. This protection is also reinforced by addenda for states like Maryland, Virginia and New York.
This means that even if a franchisee signs a document that appears to waive their right to claim fraud or disclaim reliance on information provided by Floyds 99, this waiver will not be enforceable. The provision is designed to protect franchisees from inadvertently giving up their rights to pursue claims of fraud or misrepresentation. This ensures that franchisees can rely on the information provided by the franchisor during the initial investment decision.
However, prospective Floyds 99 franchisees should note that the enforceability and specific interpretations of these provisions can vary by state. For example, addenda for states like North Dakota and Minnesota clarify specific rights and limitations related to waivers, jury trials, and choice of law. Therefore, it is crucial for franchisees to consult with legal counsel to understand how these provisions apply in their specific jurisdiction and to ensure their rights are fully protected under both the franchise agreement and applicable state laws.