What is the significance of RCW 19.100.180 regarding the Ledgers franchise agreement?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
nd/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
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- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
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- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise. There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor. Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
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- Site of Arbitration, Mediation, and/or Litigation. In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration or mediation.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to the 2025 Ledgers Franchise Disclosure Document, RCW 19.100.180 is significant for Washington franchisees because it may supersede provisions in the franchise agreement or related agreements concerning the franchisee's relationship with Ledgers. This includes areas such as termination and renewal of the franchise.
Specifically, any provision in the franchise agreement or related agreements that prohibits the franchisee from communicating with or complaining to regulators is inconsistent with the express instructions in the Franchise Disclosure Document and is unlawful under RCW 19.100.180(2)(h). This ensures that franchisees in Washington are not restricted from reporting issues or concerns to regulatory bodies.
Furthermore, provisions in the franchise agreement or related agreements stating that Ledgers may exercise its discretion based on its reasonable business judgment may be limited or superseded by RCW 19.100.180(1), which requires the parties to deal with each other in good faith. This means that Ledgers must act in good faith when making decisions that affect the franchisee, and the franchisee's rights are protected by this requirement under Washington law.