Does the provision regarding waivers and disclaimers in the Kitchen Solvers agreement supersede other terms?
Kitchen_Solvers Franchise · 2025 FDDAnswer from 2025 FDD Document
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 the 2025 Kitchen Solvers Franchise Disclosure Document, a specific provision addresses the superseding of other terms within documents related to the franchise. For franchisees, any statement, questionnaire, or acknowledgment signed in connection with starting the franchise cannot waive claims under state franchise law, including claims of fraud. Furthermore, franchisees cannot disclaim reliance on statements made by Kitchen Solvers or their representatives.
This provision is designed to protect franchisees from inadvertently giving up their legal rights through standard paperwork at the beginning of their franchise relationship. It ensures that franchisees retain their ability to pursue legal remedies if they believe they have been misled or defrauded. This protection extends to claims under applicable state franchise laws.
The FDD explicitly states that this particular provision takes precedence over any other conflicting terms in any document executed as part of the franchise agreement. This means that even if other parts of the agreement seem to suggest that a franchisee has waived certain rights or disclaimed reliance on certain statements, this specific provision will override those terms, reinforcing the franchisee's protections under state law.
For franchisees in Maryland and New York, addenda to the Kitchen Solvers Franchise Agreement further clarify that any provisions inconsistent with state franchise laws are amended to comply with those laws. These addenda reinforce that waivers of liability or reductions of statute of limitations are not enforceable to the extent they conflict with Maryland or New York law. These stipulations ensure that franchisees' rights under state laws are fully protected and cannot be inadvertently waived or diminished by the franchise agreement.