Can a Focalpoint Coaching franchisee rely on oral representations made by the franchisor?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
etary Products and has the right to restrict Franchisee's sources of other goods and services as well, as provided in various sections of this Agreement, including Subsection 8.B below.
- (11) That Franchisor has not made any representation, warranty, or other claim regarding this FocalPoint Franchised Business franchise opportunity, other than those made in this Agreement and Franchisor's Franchise Disclosure Document, and that Franchisee has independently evaluated this opportunity, including by using Franchisee's business professionals and advisors, and has relied solely upon those evaluations in deciding to enter into this Agreement.
- (12) That Franchisee has been afforded an opportunity to ask any questions Franchisee has and to review any materials of interest to Franchisee concerning the FocalPoint Franchised Business franchise opportunity.
Source: Item 22 — Contracts (FDD pages 56–57)
What This Means (2025 FDD)
According to the 2025 Focalpoint Coaching Franchise Disclosure Document, a franchisee cannot rely on representations, warranties, or claims made outside of the Franchise Agreement and the FDD itself. The franchisee acknowledges that they have independently evaluated the Focalpoint Coaching franchise opportunity, potentially with the help of business professionals and advisors, and have relied solely on those evaluations when deciding to enter into the agreement. This means that any verbal promises or assurances made by Focalpoint Coaching that are not documented in the Franchise Agreement or FDD are not binding.
This acknowledgment is further reinforced by the franchisee's agreement that Focalpoint Coaching has not made any representation, warranty, or other claim regarding the franchise opportunity beyond what is in the agreement and FDD. This clause is designed to protect Focalpoint Coaching from potential lawsuits based on claims that were not formally documented. It also emphasizes the importance of conducting thorough due diligence and seeking professional advice before investing in a Focalpoint Coaching franchise.
However, there are some exceptions to this rule. Specifically, in Washington and New York, franchise law states that no statement, questionnaire, or acknowledgment can waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by the franchisor or their representatives. This means that even if a franchisee signs an agreement stating they did not rely on any outside statements, they may still have legal recourse if they can prove they were fraudulently induced into signing the agreement based on misrepresentations.
Therefore, while Focalpoint Coaching's Franchise Agreement aims to limit reliance on extra-contractual statements, franchisees should be aware of their rights under state laws, particularly in states like Washington and New York, which offer some protection against fraudulent inducement. Prospective franchisees should ensure all important representations are included in the written agreements and consult with legal counsel to understand their rights and obligations fully.