Can a Focalpoint Coaching franchisee in Virginia disclaim reliance on statements made by the franchisor?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Background. We and you are parties to that certain Franchise Agreement that has been signed at the same time as the signing of this Rider (the “Franchise Agreement”). This Rider is part of the Franchise Agreement. This Rider is being signed because the Franchised Business that Franchisee will operate under the Franchise Agreement will be located in Virginia.
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- Initial Fees. The following language is added to the end of Sections 3.A and 4.A of the Franchise Agreement:
Despite the payment provisions above, we will defer payment of initial fees owed by you to us under this Agreement until all of our pre-opening obligations have been satisfied and you commence doing business under this Agreement.
- No Waiver of Disclaimer of Reliance. 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 any other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 22 — Contracts (FDD pages 56–57)
What This Means (2025 FDD)
According to Focalpoint Coaching's 2025 Franchise Disclosure Document, a specific rider to the franchise agreement addresses the disclaimer of reliance for franchisees in Virginia. This rider explicitly states that no statement, questionnaire, or acknowledgment signed by a franchisee can waive claims under applicable state franchise law, including claims related to fraud in the inducement.
Specifically, the rider ensures that a Focalpoint Coaching franchisee in Virginia cannot disclaim reliance on any statement made by the franchisor, franchise seller, or anyone acting on their behalf. This provision is designed to protect the franchisee's rights under Virginia franchise law and supersedes any conflicting terms in other documents related to the franchise agreement.
This protection means that even if a franchisee signs a document that appears to disclaim reliance on the franchisor's statements, that disclaimer will not be legally effective in Virginia. This is particularly important in cases where a franchisee believes they were misled by the franchisor's representations during the franchise sales process. The rider ensures that franchisees retain their legal rights to pursue claims based on such misrepresentations, offering an additional layer of security for their investment.