Are there any circumstances under which a Ledgers franchisee in Maryland can waive their rights under the Maryland Franchise Registration and Disclosure Law?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
upon termination of this Agreement shall not be mandatory and is hereby made discretionary. However, Franchisee shall execute all other documents necessary to fully rescind all agreements between the parties under this Agreement.
MARYLAND
As to franchises governed by the Maryland Franchise Registration and Disclosure Law, if any of the terms of the Disclosure Document (FDD) or Franchise Agreement (FA) are inconsistent with the terms below, the terms below control.
- A. Item 17.b. of the FDD and Section 1.2.B of the FA is modified to also provide,
- "The general release required as a condition of renewal, sale, and/or assignment/transfer shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law.
- B. Item 17.u. of the FDD and Section 9.2E of the FA is modified to also provide,
- "This Franchise Agreement provides that disputes are resolved through arbitration. A Maryland franchise regulation states that it is an unfair or deceptive practice to require a franchisee to waive its right to file a lawsuit in Maryland claiming a violation of the Maryland Franchise Law. In light of the Federal Arbitration Act, there is some dispute as to whether this forum selection requirement is legally enforceable."
- C. Item 17.v. of the FDD and Section 9.5A of the FA is modified to also provide,
- "Any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the franchise."
- D. Item 5 of the FDD and Section 2.1 of the FA are modified with the addition of the following language:
- "Based upon the franchisor's financial condition, the Maryland Securities Commissioner has required a financial assurance.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to Ledgers's 2025 Franchise Disclosure Document, several provisions protect franchisees in Maryland from unintentionally waiving their rights under the Maryland Franchise Registration and Disclosure Law.
Specifically, the FDD states that any representations requiring prospective franchisees to release, estop, or waive liability will not act as a release, estoppel, or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law. This means Ledgers franchisees in Maryland cannot waive their rights under this law through standard agreements or representations made during the franchise commencement.
Furthermore, the FDD modifies specific sections of the Franchise Agreement to ensure compliance with Maryland law. For instance, the general release required for renewal, sale, or transfer does not apply to liabilities under the Maryland Franchise Registration and Disclosure Law. Additionally, any claims arising under this law must be brought within three years after the franchise grant. These stipulations reinforce the protection of franchisee rights and ensure adherence to Maryland's franchise regulations.