Does the Fly To Fit release agreement contain the entire agreement of the parties?
Fly_To_Fit Franchise · 2024 FDDAnswer from 2024 FDD Document
EXHIBIT E
FORM OF GENERAL RELEASE
[This is our current standard form of General Release. This document is not signed when you purchase a franchise. In circumstances such as a renewal of your franchise or as a condition of our approval of a sale of your franchise, we may require you to sign a general release.]
This General Release ("Release") is executed by the undersigned ("Releasor") in favor of Fly To Fit Franchise, LLC, a Delaware Limited Liability Company ("Fly To Fit Franchise").
Background Statement: [describe circumstances of Release]
Releasor agrees as follows:
- **1.
Release.** Releasor (on behalf of itself and its parents, subsidiaries and affiliates and their respective past and present officers, directors, shareholders, managers, members, partners, agents, and employees (collectively, the "Releasing Parties")) hereby releases Fly To Fit Franchise, its affiliates, and their respective directors, officers, shareholders, employees, and agents (collectively, the "Released Parties") from any and all claims, causes of action, suits, debts, agreements, promises, demands, liabilities, contractual rights and/or obligations, of whatever nature, known or unknown, which any Releasing Party now has or ever had against any Released Party based upon and/or arising out of events that occurred through the date hereof, including without limitation, anything arising out of the Franchise Agreement (collectively, "Claims").
- **2.
Covenant Not to Sue.** Releasor (on behalf of all Releasing Parties) covenants not to initiate, prosecute, encourage, assist, or (except as required by law) participate in any civil, criminal, or administrative proceeding or investigation in any court, agency, or other forum, either affirmatively or by way of cross-claim, defense, or counterclaim, against any Released Party with respect to any Claim.
Source: Item 23 — RECEIPTS (FDD pages 44–134)
What This Means (2024 FDD)
Based on the 2024 Fly To Fit Franchise Disclosure Document, Exhibit E provides a form of general release. This release is not signed when purchasing a franchise but may be required upon renewal or sale of the franchise. The General Release is executed by the Releasor in favor of Fly To Fit Franchise, LLC.
The release includes several key provisions. The Releasor releases Fly To Fit Franchise from all claims and liabilities arising from events through the date of the release, including those related to the Franchise Agreement. The Releasor also agrees not to initiate or participate in any legal proceedings against Fly To Fit Franchise regarding any released claim.
Several state addenda to the agreements, such as those for New York, North Dakota, Illinois, Rhode Island, and Washington, modify the standard franchise agreement. For example, the North Dakota Rider specifies that franchisees are not required to sign a general release upon renewal of the agreement. The Washington Addendum states that a release or waiver of rights executed by a franchisee shall not include rights under the Washington Franchise Investment Protection Act except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel. These addenda highlight that the enforceability and terms of releases can vary significantly by jurisdiction, and franchisees should be aware of the specific protections afforded to them by their state's laws.