Is Learningrx allowed to disclaim or deny representations made to a franchisee in California?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
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- California's Franchise Investment Law (Corporations Code sections 31512 and 31512.1) states that any provision of a franchise agreement or related document requiring the franchisee to waive specific provisions of the law is contrary to public policy and is void and unenforceable. The law also prohibits a franchisor from disclaiming or denying (i) representations it, its employees, or its agents make to you, (ii) your ability to rely on any representations it makes to you, or (iii) any violations of the law.
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- 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 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
According to Learningrx's 2025 Franchise Disclosure Document, Learningrx is prohibited from disclaiming or denying representations made to a franchisee in California. Specifically, California's Franchise Investment Law prevents Learningrx from disclaiming or denying representations made by Learningrx, its employees, or agents to the franchisee. Additionally, Learningrx cannot deny the franchisee's ability to rely on any representations made by Learningrx, nor can it deny any violations of the law.
This protection extends to statements, questionnaires, or acknowledgments signed by the franchisee in connection with starting the franchise. These documents cannot waive claims under California's franchise law, including claims of fraud, or disclaim reliance on statements made by Learningrx or its representatives. This provision takes precedence over any conflicting terms in other documents related to the franchise agreement.
For a prospective Learningrx franchisee in California, this means that any representations made by Learningrx during the franchise sales process are legally binding. Learningrx cannot later deny these representations or claim that the franchisee was not entitled to rely on them. This provides an added layer of protection for franchisees against misleading or inaccurate information provided by the franchisor. Franchisees should still conduct their own due diligence, but this clause ensures Learningrx is accountable for the information they provide.