Are there any exceptions to the Learningrx franchisee's obligation to comply with all applicable laws?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
eby acknowledges having read this Addendum, and understands and consents to be bound by all of its terms.
LEARNINGRX FRANCHISE CORP:
SOUTH DAKOTA
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.
VIRGINIA
In recognition of the restrictions contained in Section 13.1-564 of the Virginia Retail Franchising Act, the Franchise Disclosure Document for LearningRx Franchise Corporation for use in the Commonwealth of Virginia shall be amended as follows:
Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to cancel a franchise without reasonable cause. If any grounds for default or termination stated in the Franchise Agreement does not constitute "reasonable cause," as that term may be defined in the Virginia Retail Franchising Act or the laws of Virginia, that provision may not be enforceable.
Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to use undue influence to induce a franchisee to surrender any right given to him under the franchise. If any provision of the Franchise Agreement involves the use of undue influence by the franchisor to induce a franchisee to surrender any rights given to him under the franchise, that provision may not be enforceable.
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.
LEARNINGRX FRANCHISE CORP:
WASHINGTON FRANCHISE DISCLOSURE DOCUMENT, FRANCHISE AGREEMENT, AND AREA DEVELOPER AGREEMENT ADDENDUM
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.
Source: Item 23 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
According to Learningrx's 2025 Franchise Disclosure Document, franchisees generally must comply with all applicable laws, ordinances, and regulations affecting their business operations. However, there are specific exceptions and modifications to this rule for franchisees operating in Virginia, Rhode Island, and Washington, as detailed in addenda to the Franchise Agreement. These exceptions primarily relate to the enforceability of certain clauses within the agreement, particularly concerning termination rights, waivers of claims, and choice of law. These addenda recognize specific state franchise laws that may override or modify the standard terms of the Learningrx Franchise Agreement to protect franchisee rights.
In Virginia, the addendum addresses restrictions within Section 13.1-564 of the Virginia Retail Franchising Act, clarifying that any grounds for default or termination stated in the Franchise Agreement that do not constitute "reasonable cause" under Virginia law may not be enforceable. Additionally, any provisions that involve undue influence by Learningrx to induce a franchisee to surrender their rights may also be unenforceable. The addendum also states that no statement or acknowledgement signed by a franchisee can waive claims under state franchise law or disclaim reliance on statements made by Learningrx.
For Rhode Island, the addendum notes that § 19-28.1-14 of the Rhode Island Franchise Investment Act voids any provision in the franchise agreement that restricts jurisdiction or venue to a forum outside of Rhode Island or requires the application of another state's laws, with respect to claims enforceable under the Act. Similar to the Virginia addendum, it also states that no statement or acknowledgement signed by a franchisee can waive claims under state franchise law or disclaim reliance on statements made by Learningrx. In Washington, the addendum states that in the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW will prevail.
These state-specific addenda highlight the importance of franchisees understanding the franchise laws in their particular state and how those laws may modify the terms of the standard Learningrx Franchise Agreement. Prospective franchisees should carefully review these addenda and consult with legal counsel to fully understand their rights and obligations.