Does the Virginia Retail Franchising Act affect the enforceability of any default or termination grounds stated in the Learningrx Franchise Agreement?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
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.
Source: Item 23 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
According to Learningrx's 2025 Franchise Disclosure Document, the Virginia Retail Franchising Act does impact the enforceability of default or termination grounds within the Learningrx Franchise Agreement. Specifically, Section 13.1-564 of the Virginia Retail Franchising Act makes it unlawful for Learningrx to cancel a franchise without "reasonable cause." Therefore, if any grounds for default or termination outlined in the Franchise Agreement do not meet the definition of "reasonable cause" under Virginia law, those provisions may not be enforceable. This amendment is included in the Franchise Disclosure Document for use in Virginia.
Additionally, the Virginia Retail Franchising Act prohibits Learningrx from using undue influence to get a franchisee to surrender any rights granted to them under the franchise agreement. If any part of the Learningrx Franchise Agreement involves Learningrx using undue influence to make a franchisee give up their rights, that part might not be enforceable.
Furthermore, any statement, questionnaire, or acknowledgement signed by a Learningrx franchisee at the start of the franchise relationship cannot waive claims under Virginia franchise law, including claims of fraud, or disclaim reliance on statements made by Learningrx or its representatives. This provision overrides any conflicting terms in any document related to the franchise.