Does the release in the Itan franchise agreement apply to obligations contained within the agreement itself?
Itan Franchise · 2025 FDDAnswer from 2025 FDD Document
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.
Source: Item 23 — RECEIPT (FDD pages 44–190)
What This Means (2025 FDD)
According to Itan's 2025 Franchise Disclosure Document, the general release does not apply to obligations within the franchise agreement. The FDD specifies that the release franchisees provide to Itan and its related parties does not extend to the obligations outlined within the franchise agreement itself. This means that even though franchisees waive certain claims, Itan remains responsible for fulfilling its duties as defined in the agreement.
This provision protects the franchisee's right to hold Itan accountable for its contractual obligations. For example, if Itan fails to provide the agreed-upon support or breaches any other term of the agreement, the franchisee retains the right to pursue legal action, notwithstanding the general release.
However, prospective franchisees should carefully review the scope of the release and understand what claims are being waived. Additionally, franchisees in certain states like Maryland and Indiana may have additional protections under state franchise laws that limit the enforceability of certain release provisions.