Can Ledgers negotiate the terms covered in the Franchise Disclosure Document?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
1. Cover Page
The following information is added to the cover page of the Franchise Disclosure Document:
INFORMATION COMPARING FRANCHISORS IS AVAILABLE. CALL THE STATE ADMINISTRATORS LISTED IN EXHIBIT A OR YOUR PUBLIC LIBRARY FOR SERVICES OR INFORMATION. REGISTRATION OF THIS FRANCHISE BY NEW YORK STATE DOES NOT MEAN THAT NEW YORK STATE RECOMMENDS IT OR HAS VERIFIED THE INFORMATION IN THIS FRANCHISE DISCLOSURE DOCUMENT. IF YOU LEARN ANYTHING IN THIS FRANCHISE DISCLOSURE DOCUMENT IS UNTRUE, CONTACT THE FEDERAL TRADE COMMISSION AND THE APPROPRIATE STATE OR PROVINCIAL AUTHORITY. THE FRANCHISOR MAY, IF IT CHOOSES, NEGOTIATE WITH YOU ABOUT ITEMS COVERED IN THE FRANCHISE DISCLOSURE DOCUMENT. HOWEVER, THE FRANCHISOR CAN NOT USE THE NEGOTIATING PROCESS TO PREVAIL UPON A PROSPECTIVE FRANCHISEE TO ACCEPT TERMS THAT ARE LESS FAVORABLE THAN THOSE SET FORTH IN THIS FRANCHISE DISCLOSURE DOCUMENT.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to Ledgers' 2025 Franchise Disclosure Document, the ability to negotiate terms is limited and depends on the state where the franchise will operate. For franchisees in New York, Ledgers may choose to negotiate items covered in the Franchise Disclosure Document. However, Ledgers cannot use this negotiation to make prospective franchisees accept terms less favorable than those already in the FDD.
For franchisees in states like California, Illinois, and Minnesota, certain provisions within the Franchise Agreement that are inconsistent with state laws are superseded by those laws. These include but are not limited to, aspects of termination, transfer, non-renewal, forum selection, waivers of rights, and application of laws. This ensures that franchisees' rights under these states' franchise laws are protected, regardless of what the agreement initially states.
In general, no statement or acknowledgment signed by a franchisee can waive claims under state franchise law, including fraud, or disclaim reliance on statements made by Ledgers. This provision overrides any other term in any document related to the franchise, offering further protection to the franchisee. Prospective franchisees are encouraged to seek independent legal counsel to understand how local and federal laws apply to the franchise agreement, especially concerning venue restrictions.