Does the Kitchen Solvers franchise agreement require franchisees to commit any act contrary to law?
Kitchen_Solvers Franchise · 2025 FDDAnswer from 2025 FDD Document
Pursuant to Section 51-19-09 of the North Dakota Franchise Investment Law, any release the franchisee is required to assent to shall not apply to any liability Franchisor may have under the North Dakota Franchise Investment Law.
The following provision in Section 16.B of the Franchise Agreement is hereby deleted: "You acknowledge that you are entering into this Agreement as a result of your own independent investigation of the KITCHEN SOLVERS franchise program and not as a result of any representation about us made by our shareholders, officers, directors, employees, agents, representatives, independent contractors or franchisees that is contrary to the terms identified in this Agreement or in any disclosure document, prospectus, or other similar document required or permitted to be given to you pursuant to applicable law."
No statement, questionnaire, or acknowledgement 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
Source: Item 23 — Receipts (FDD pages 49–190)
What This Means (2025 FDD)
According to the 2025 Kitchen Solvers Franchise Disclosure Document, the franchise agreement does not require franchisees to commit acts contrary to law. Instead, the FDD includes addenda for several states (New York, Maryland, California, Illinois, North Dakota, and Wisconsin) that address inconsistencies between the standard franchise agreement and state laws. These addenda modify specific provisions of the franchise agreement to ensure compliance with local regulations. For example, the addendum for California states that provisions requiring a franchisee to waive exemplary and punitive damages are in violation of California Corporations Code section 31521. Similarly, the Illinois addendum notes that any provision designating jurisdiction or venue outside of Illinois is void, as per the Illinois Franchise Disclosure Act.
The addenda also clarify that certain clauses within the Kitchen Solvers franchise agreement do not act as a release, estoppel, or waiver of liability, particularly concerning state franchise laws. For instance, the Maryland addendum specifies that representations requiring franchisees to release liability do not waive any liability incurred under the Maryland Franchise Registration and Disclosure Law. The Minnesota addendum also states that no section providing for a general release as a condition of renewal or transfer will act as a release or waiver of any liability incurred under the Minnesota Franchise Act.
These addenda collectively ensure that the Kitchen Solvers franchise agreement remains compliant with various state laws, and that franchisees do not waive rights or claims protected by those laws. The presence of these addenda suggests that Kitchen Solvers has taken steps to ensure its franchise agreement aligns with legal requirements across different jurisdictions, thereby protecting both the franchisor and the franchisee from potential legal conflicts. Furthermore, the Minnesota addendum explicitly allows Kitchen Solvers to seek injunctions against franchisees for acts violating applicable laws, ordinances, or regulations, reinforcing the commitment to legal compliance.