For a Kitchen Solvers franchise in Washington, what should a prospective franchisee do to investigate the franchise opportunity?
Kitchen_Solvers Franchise · 2025 FDDAnswer from 2025 FDD Document
Recital D of the Franchise Agreement is hereby amended to state that Recital D does not apply in Washington.
Section 10(B) of the Franchise Agreement is hereby amended to state as follows: "Franchisees have no obligation to indemnify or hold harmless an indemnified party for losses to the extent that they are determined to have been caused solely and directly by the indemnified party's negligence, willful misconduct, strict liability, or fraud."
Exhibit G (Sample Release) of the Franchise Disclosure Document is hereby amended to state that the Release does not apply with respect to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100.
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 franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 23 — Receipts (FDD pages 49–190)
What This Means (2025 FDD)
According to Kitchen Solvers' 2025 Franchise Disclosure Document, prospective franchisees in Washington should be aware that certain clauses in the standard franchise agreement are modified to comply with Washington law. Specifically, Recital D of the Franchise Agreement does not apply in Washington. Additionally, Exhibit G (Sample Release) of the Franchise Disclosure Document is amended to state that the Release does not apply with respect to claims arising under the Washington Franchise Investment Protection Act, RCW 19.100. These modifications protect the franchisee's rights under Washington state law.
The FDD also states that franchisees have no obligation to indemnify or hold harmless an indemnified party for losses to the extent that they are determined to have been caused solely and directly by the indemnified party's negligence, willful misconduct, strict liability, or fraud. This clarification ensures that Kitchen Solvers franchisees are not held responsible for losses caused by the franchisor's actions.
Furthermore, the standard Franchise Agreement includes an acknowledgment in Section 16.B where franchisees confirm they are entering the agreement based on their own independent investigation. However, for franchisees in Washington, this provision is deleted. This deletion ensures that franchisees are not prevented from claiming reliance on statements made by Kitchen Solvers during the franchise sales process. Also, 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 franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Therefore, a prospective Kitchen Solvers franchisee in Washington should carefully review the addendum to the Franchise Agreement specific to Washington, understand their rights under the Washington Franchise Investment Protection Act, and be aware that they cannot waive certain claims or disclaim reliance on statements made by Kitchen Solvers. They should consult with a legal professional to ensure they fully understand the implications of these modifications and their rights as a franchisee in Washington.