For Itan, what must the 'General Release' waive?
Itan Franchise · 2025 FDDAnswer from 2025 FDD Document
"General Release" means our then-current form of Waiver and Release of Claims you and your Owners must sign pursuant to §4.2 in connection with a franchise renewal or §19.2 in connection with a Transfer.
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- Release. Owner, you, and each of your officers, directors, shareholders, members, owners, employees, agents, representatives, affiliates, parents, divisions, successors and assigns, and all persons or firms claiming by, through, under, or on behalf of any or all of them (the "Franchisee Parties"), hereby release, acquit and forever discharge us, any and all of our past and present affiliates, parents, subsidiaries and related companies, divisions and partnerships, consultants, advisors and franchise sellers and its and their respective past and present officers, directors, shareholders, members, owners, employees, agents, representatives, affiliates, parents, divisions, successors and assigns, and the spouses of such individuals (collectively, the "Franchisor Parties"), from any and all claims, liabilities, damages, expenses, actions or causes of action which any of the Franchisee Parties may now have or has ever had, whether known or unknown, past or present, absolute or contingent, suspected or unsuspected, of any nature whatsoever, directly or indirectly arising out of or relating to the execution and performance (or lack thereof) of the Franchise Agreement or the offer, sale or acceptance of the franchise related thereto (including, but not limited to any disclosures and representations made in connection therewith). The foregoing release shall not be construed to apply with respect to any obligations contained within this Agreement.
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- California Law. You and Owner hereby express your intention to release all existing claims, whether known or unknown, against the Franchisor Parties. Accordingly, you and Owner hereby waive §1542 of the California Civil Code, which provides the following:
- "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor."
- Washington Franchise Law. The General Release does not apply with respect to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100, or the rules adopted thereunder.
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- Pursuant to COMAR 02.02.08.16L, the general release required as a condition of renewal, sale, and/or assignment/transfer shall not apply to any liability under the Maryland Franchise Law.
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- Minnesota Rule 2860.4400(D) prohibits us from requiring you to assent to a general release.
- (b) A requirement that a franchisee assent to a release, assignment, novation, waiver, or estoppel which deprives a franchisee of rights and protections provided in this act.
Source: Item 23 — RECEIPT (FDD pages 44–190)
What This Means (2025 FDD)
According to Itan's 2025 Franchise Disclosure Document, the 'General Release' refers to the franchisor's then-current form of Waiver and Release of Claims that franchisees and their owners must sign in connection with a franchise renewal or a transfer of ownership. This release requires the franchisee to release Itan from any and all claims, liabilities, damages, expenses, actions, or causes of action that the franchisee may have, whether known or unknown, past or present, absolute or contingent, suspected or unsuspected, arising out of or relating to the Franchise Agreement. However, the release does not apply to any obligations contained within the Franchise Agreement itself.
For franchisees in California, the document specifies that they are expressing their intention to release all existing claims, whether known or unknown, against Itan. They are also waiving §1542 of the California Civil Code, which states that a general release does not extend to claims which the creditor does not know or suspect to exist, and which, if known, would have materially affected their settlement with the debtor. This means that California franchisees are giving up their right to pursue claims they may not even be aware of at the time of signing the release.
However, the General Release does not apply to claims arising under the Washington Franchise Investment Protection Act for franchisees in Washington. Additionally, for franchisees in Maryland, the general release required as a condition of renewal, sale, and/or assignment/transfer does not apply to any liability under the Maryland Franchise Law. These stipulations ensure that franchisees in these states retain certain legal protections despite signing a general release.
Minnesota Rule 2860.4400(D) prohibits Itan from requiring franchisees to assent to a general release. Furthermore, certain unfair provisions that might be present in the franchise documents are void and cannot be enforced against franchisees in Michigan, including any requirement that a franchisee assent to a release, assignment, novation, waiver, or estoppel that deprives them of rights and protections provided by the state's franchise act.