Can a Kidokinetics franchisee in Washington disclaim reliance on statements made by the franchisor or its representatives when signing an agreement?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
ntee, express or implied, as to the potential volume, profits or success of the business venture contemplated by this Agreement.
The FDD and Franchise Agreement are amended to state: 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 other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
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 other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Fee Deferral:
The Department of Financial Protection and Innovation requires that the Franchisor defer the collection of all initial fees from California franchisees until the Franchisor has completed all its preopening obligations and franchisee is open for business.
HAWAII
The following is added to the Cover Page:
THIS FRANCHISE WILL BE/HAS BEEN FILED UNDER THE FRANCHISE INVESTMENT LAW OF THE STATE OF HAWAII.
Source: Item 23 — RECEIPT (FDD pages 59–205)
What This Means (2024 FDD)
According to Kidokinetics's 2024 Franchise Disclosure Document, a franchisee in Washington cannot disclaim reliance on statements made by Kidokinetics or its representatives. Specifically, any statement, questionnaire, or acknowledgment signed by a franchisee cannot waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by the franchisor or its representatives. This provision overrides any other conflicting terms in any document related to the franchise agreement.
This protection ensures that franchisees are not bound by clauses that might prevent them from pursuing legal action based on misrepresentations or fraudulent statements made during the franchise sales process. This is particularly important in states like Washington, which have franchise investment protection laws in place. The addendum for Washington emphasizes that the Washington Franchise Investment Protection Act will prevail in case of conflicting laws.
For a prospective Kidokinetics franchisee in Washington, this means that any attempt by Kidokinetics to include a clause that disclaims reliance on their statements would be superseded by the state's franchise law. This offers a level of security, allowing franchisees to hold Kidokinetics accountable for the accuracy and truthfulness of the information provided during the franchise sales process. Franchisees should still conduct thorough due diligence and seek legal counsel to fully understand their rights and obligations under the franchise agreement and Washington law.
Furthermore, the FDD highlights that RCW 19.100.180 may supersede the franchise agreement, especially concerning termination and renewal. Court decisions may also have a similar effect. This underscores the importance of understanding Washington's specific franchise laws and how they interact with the franchise agreement. In any dispute involving a franchise purchased in Washington, the arbitration or mediation site will be in Washington, or a place mutually agreed upon, or as determined by the arbitrator or mediator. Additionally, franchisees can bring actions related to franchise sales or violations of the Washington Franchise Investment Protection Act in Washington if litigation is not precluded by the franchise agreement.