Does the Learningrx General Release cover claims against agents of the Learningrx franchisor?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
HEREFORE, in consideration of the covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the undersigned Franchisee agrees and covenants as follows:
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- The undersigned Franchisee and its shareholders, officers, and directors (collectively "Releasor") does hereby release and forever discharge Franchisor, its successors, agents, assigns, officers, directors, shareholders, employees, representatives, and any and all other persons, firms and corporations whatsoever (collectively "Releasees"), from any and all claims, demands, damages, actions, causes of action, or suits of any kind or nature whatsoever, both known and unknown, breach of contract, defamation, and any claims whatsoever which the Releasor ever had, now has or hereinafter can, will or may have, for on or by reason of any matter, cause or thing whatsoever, through the Effective Date. This Full, Final and Absolute Release (the "Release") shall apply to all agreements or contracts heretofore existing or entered into by and between the undersigned Franchisee and Franchisor prior to or as of the Effective Date.
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Source: Item 22 — CONTRACTS (FDD page 54)
What This Means (2025 FDD)
According to the 2025 Learningrx Franchise Disclosure Document, the General Release does cover claims against the franchisor's agents. The document specifies that the franchisee, along with their shareholders, officers, and directors, releases Learningrx, including its agents, successors, assigns, officers, directors, shareholders, employees, representatives, and any other persons, firms, and corporations, from all claims and liabilities. This release encompasses all known and unknown claims, demands, damages, actions, causes of action, or suits.
This means that by signing the General Release, a Learningrx franchisee agrees to waive their right to sue not only the franchisor itself but also anyone acting on its behalf, such as employees or representatives. This is a significant commitment, as it limits the franchisee's legal recourse in case of disputes or damages caused by the actions of Learningrx's agents. The release applies to all agreements existing between the franchisee and Learningrx up to the effective date of the release.
However, there are some limitations to the General Release. It does not apply to any liability under the Maryland Franchise Registration and Disclosure Law, or with respect to claims arising under the Washington Franchise Investment Protection Act. Therefore, franchisees in Maryland and Washington retain certain rights and protections under these state-specific franchise laws, despite signing the General Release. Prospective franchisees should carefully consider the implications of the General Release and consult with legal counsel to fully understand their rights and obligations before signing.