In Minnesota, can a Learningrx franchisee waive claims under applicable state franchise law, including fraud in the inducement, by signing a statement, questionnaire, or acknowledgement?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
Minnesota Rule 2860.4400D prohibits us from requiring you to assent to a general release. The franchise disclosure document, Franchise Agreement and Area Developer Agreement are modified accordingly, to the extent required by Minnesota law.
Pursuant to Minn. Stat. Sec. 80C.12, Subd. 1(g), to the extent required by law, the Item 13 of the franchise disclosure document and sections in the Franchise Agreement and Area Developer Agreement are amended to state that we will protect your right to use the primary trademark, service mark, trade name, logotype or other commercial symbol or indemnify you from any loss, costs or expenses arising out of any claim, suit or demand regarding the use of our primary trade name.
Pursuant to Minn. Stat. Sec. 80C.17, Subd. 5, to the extend required by law, the Franchise Agreement, Area Developer Agreement and Item 17 of the franchise disclosure document are amended to state that no action may be commenced pursuant to this section more than three years after the cause of action accrues.
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.
IN WITNESS WHEREOF, each of the undersigned hereby acknowledges having read this Addendum, and understands and consents to be bound by all of its terms.
Source: Item 23 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
According to Learningrx's 2025 Franchise Disclosure Document, Minnesota franchisees are protected from unintentionally waiving their rights under state franchise law. Specifically, any statement, questionnaire, or acknowledgment signed by a Learningrx franchisee at the start of their franchise relationship cannot be used to waive claims arising from state franchise law. This protection extends to claims of fraud in the inducement, meaning a franchisee cannot unknowingly relinquish their right to sue Learningrx for being misled into signing the agreement. This provision overrides any conflicting terms in other franchise documents.
This addendum ensures that Learningrx franchisees in Minnesota retain their legal rights and remedies under state law, regardless of any standard forms or agreements they may sign. This is particularly important because franchise agreements often contain complex legal language that can be difficult for non-lawyers to understand. By preventing waivers, the addendum aims to level the playing field and protect franchisees from inadvertently giving up important legal protections.
Furthermore, the FDD states that Minnesota Rule 2860.4400D prohibits Learningrx from requiring a franchisee to assent to a general release. The franchise disclosure document, Franchise Agreement and Area Developer Agreement are modified accordingly, to the extent required by Minnesota law. Also, Learningrx will comply with Minnesota Statute 80C.14 subdivisions 3, 4, and 5, which require except in certain specific cases, that a franchisee be given ninety (90) days' notice of termination (with 60 days to cure) and one hundred, eighty (180) days' notice for non-renewal of the Franchise Agreement and Area Developer Agreement.
In practical terms, this means that a Learningrx franchisee in Minnesota who believes they have been defrauded or otherwise harmed by Learningrx's actions can pursue legal action without fear that a signed document will automatically bar their claim. This protection is a significant benefit for franchisees, as it ensures they have recourse if Learningrx violates state franchise laws.