Does the Hyper Kidz Franchise Agreement disclaim representations made in the Franchise Disclosure Document?
Hyper_Kidz Franchise · 2024 FDDAnswer from 2024 FDD Document
- BY EXECUTING THE FRANCHISE AGREEMENT, FRANCHISEE AND ANY PRINCIPAL, INDIVIDUALLY AND ON BEHALF OF FRANCHISEE'S AND SUCH PRINCIPAL'S HEIRS, LEGAL REPRESENTATIVES, SUCCESSORS AND ASSIGNS, HEREBY FOREVER RELEASE AND DISCHARGE BOOMERANG FRANCHISE, LLC, MARYLAND INDOOR PLAY, LLC, ANY OTHER AFFILIATES AND ANY PARENT COMPANY, SUBSIDIARIES, DIVISIONS, AFFILIATES, SUCCESSORS, ASSIGNS AND DESIGNEES, AND THE FOREGOING ENTITIES' DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SHAREHOLDERS, SUCCESSORS, DESIGNEES AND REPRESENTATIVES FROM ANY AND ALL CLAIMS, DEMANDS AND JUDGMENTS RELATING TO OR ARISING UNDER THE STATEMENTS, CONDUCT, CLAIMS OR ANY OTHER AGREEMENT BETWEEN THE PARTIES EXECUTED PRIOR TO THE DATE OF THE FRANCHISE AGREEMENT, INCLUDING, BUT NOT LIMITED TO, ANY AND ALL CLAIMS, WHETHER PRESENTLY KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, ARISING UNDER THE FRANCHISE, SECURITIES, TAX OR ANTITRUST LAWS OF THE UNITED STATES OR OF ANY STATE OR TERRITORY THEREOF. THIS RELEASE SHALL NOT APPLY TO ANY CLAIMS ARISING FROM REPRESENTATIONS MADE BY FRANCHISOR IN FRANCHISOR'S FRANCHISE DISCLOSURE DOCUMENT RECEIVED BY FRANCHISEE.
Source: Item 22 — CONTRACTS (FDD page 52)
What This Means (2024 FDD)
According to the 2024 Hyper Kidz Franchise Disclosure Document, the Franchise Agreement includes a release and discharge that addresses prior statements and agreements. Specifically, by signing the Franchise Agreement, the franchisee releases Hyper Kidz from claims relating to any prior statements, conduct, claims, or agreements made before the agreement's execution. This includes claims under franchise, securities, tax, or antitrust laws.
However, there is a significant exception to this release. The release does not apply to any claims arising from representations made by Hyper Kidz in its Franchise Disclosure Document (FDD) that the franchisee received. This means that while franchisees waive rights to claims based on prior understandings or agreements, they retain the right to pursue claims based on misrepresentations or omissions in the FDD itself.
This provision is important for prospective Hyper Kidz franchisees because it clarifies the scope of the release they are providing. While they are giving up certain rights related to previous discussions or agreements, they are not waiving their right to hold Hyper Kidz accountable for the information presented in the FDD. This ensures that franchisees can rely on the FDD as a source of accurate information and have recourse if it contains misleading statements.
Franchisees should carefully review the FDD and understand their rights before signing the Franchise Agreement. It is advisable to consult with an attorney to fully understand the implications of this release and ensure that their interests are protected.