What is the significance of RCW 19.100.220(2) regarding the Ledgers franchise agreement?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
RCW 19.100.190 permits franchisees to seek treble damages under certain circumstances.
Accordingly, provisions contained in the franchise agreement or elsewhere requiring franchisees to waive exemplary, punitive, or similar damages are void, except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel, in accordance with RCW 19.100.220(2).
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to Ledgers' 2025 Franchise Disclosure Document, RCW 19.100.220(2) relates to the waiver of exemplary or punitive damages within the franchise agreement. The FDD states that provisions requiring franchisees to waive such damages are void, but with a specific exception.
The exception is that a franchisee can waive these damages if the waiver is part of a negotiated settlement reached after the franchise agreement is already in effect. Furthermore, for such a waiver to be valid under RCW 19.100.220(2), both Ledgers and the franchisee must be represented by independent legal counsel during the negotiation of the settlement.
In practical terms, this means that as a prospective Ledgers franchisee in Washington, you cannot be forced to waive your right to seek exemplary or punitive damages at the outset of the franchise agreement. However, circumstances could arise during the franchise term where settling a dispute might involve such a waiver, but only if you have your own lawyer advising you. This provision aims to protect franchisees from being coerced into disadvantageous agreements while still allowing for flexibility in resolving disputes later on, with proper representation.