In Washington, what is the effect of RCW 49.62.060 on any conflicting provisions in the Kitchen Solvers franchise agreement?
Kitchen_Solvers Franchise · 2025 FDDAnswer from 2025 FDD Document
In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW will prevail.
RCW 19.100.180 may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise. There may also be court decisions which may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise.
A release or waiver of rights executed by a franchisee may not include rights under the Washington Franchise Investment Protection Act or any rule or order thereunder except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel. Provisions such as those which unreasonably restrict or limit the statute of limitations period for claims under the Act, or rights or remedies under the Act such as a right to a jury trial, may not be enforceable.
Transfer fees are collectable to the extent that they reflect the franchisor's reasonable estimated or actual costs in effecting a transfer.
Source: Item 23 — Receipts (FDD pages 49–190)
What This Means (2025 FDD)
According to Kitchen Solvers' 2025 Franchise Disclosure Document, in the state of Washington, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW, will take precedence in the event of any conflict of laws. This means that if any part of the Kitchen Solvers franchise agreement clashes with the Washington Franchise Investment Protection Act, the Act will govern.
Specifically, RCW 19.100.180 may supersede the franchise agreement regarding termination and renewal aspects of the franchise relationship. Additionally, court decisions may also override the franchise agreement in these areas. This indicates that certain standard clauses in the Kitchen Solvers agreement regarding termination or renewal might not be enforceable in Washington if they contradict the state's franchise laws or relevant court rulings.
Furthermore, any release or waiver of rights executed by a Kitchen Solvers franchisee cannot include rights under the Washington Franchise Investment Protection Act, unless it is part of a negotiated settlement with independent legal counsel after the franchise agreement is already in effect. Provisions that unreasonably restrict the statute of limitations for claims or limit rights and remedies under the Act, such as the right to a jury trial, may not be enforceable. This ensures that franchisees retain their legal protections under Washington law, even if the franchise agreement attempts to limit those rights. Transfer fees are collectable only to the extent that they reflect Kitchen Solvers' reasonable costs in effecting a transfer.