factual

Are there any exceptions to the claims released in the Marble Slab Creamery franchise agreement?

Marble_Slab_Creamery Franchise · 2025 FDD

Answer from 2025 FDD Document

condition of renewal, sale and/or assignment/transfer shall not apply to any liability under the Maryland Franchise Registration and Disclosure Law. All representations requiring prospective franchisees to assent to a release, estoppel or waiver of liability are not intended to nor shall they act as a release, estoppel or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law.

  1. 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.

ADDENDUM TO MARBLE SLAB FRANCHISING, LLC FRANCHISE AGREEMENT (State of Maryland)

This Addendum relates to franchises sold in Maryland and is intended to comply with Maryland statutes and regulations. In consideration of the execution of the Franchise Agreement, Marble Slab Franchising, LLC and Franchisee agree to amend the Franchise Agreement as follows:

    1. Based upon the franchisor's financial condition, the Maryland Securities Commissioner has required a financial assurance. Therefore, all initial fees and payments owed by franchisees shall be deferred until the franchisor completes its pre-opening obligations under the Franchise Agreement.
    1. Release. Sections 2.3.6, 12.1 and 12.3.4 of the Franchise Agreement are amended to provide that any release required as a condition of assignment or renewal will not apply to liability under the Maryland Franchise Registration and Disclosure Law (the "Maryland Franchise Law").
    1. Consent to Jurisdiction. Section 21 of the Franchise Agreement is amended to provide that, under the Maryland Franchise Law, any litigation involving claims arising under the Maryland Franchise Law that are not subject to arbitration may be brought in Federal District Court in Maryland.
    1. Statute of Limitations. Any limitation on the period of the time mediation and/or litigation claims must be brought shall not act to reduce the 3 year statute of limitations afforded a franchisee for bringing claims arising under the Maryland Franchise Law.
    1. Acknowledgments. Section 25 of the Franchise Agreement is amended by the addition of the following at the end of such Section: "The representations made herein are not intended to and will not act as a release, estoppel or waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law."
    1. Construction. In all other respects, the Franchise Agreement will be construed and enforced in accordance with its terms.
    1. 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.

[SIGNATURE PAGE FOLLOWS]

"Company" "Franchisee"
MARBLE SLAB FRANCHISING, LLC, ,
a Delaware limited liability company [ ] an individual [ ] a general partnership; [ ] a limited partnership;
By: [ ] a limited liability company;
Name: [ ] a corporation;
Its: By:
Date of signing: Name: Its: Date of signing:

ADDENDUM TO MARBLE SLAB FRANCHISING, LLC MULTI-UNIT RESTAURANT AGREEMENT

(State of Maryland)

This Addendum relates to franchises sold in Maryland and is intended to comply with Maryland statutes and regulations. In consideration of the execution of the Multi-Unit Restaurant Agreement, Marble Slab Franchising, LLC and Franchisee agree to amend the Multi-Unit Restaurant Agreement as follows:

    1. Based upon the franchisor's financial condition, the Maryland Securities Commissioner has required a financial assurance. Therefore, all initial fees and payments owed by franchisees shall be deferred until the franchisor completes its pre-opening obligations under the Multi Unit Restaurant Agreement. In addition, all development fees and initial payments by area developers shall be deferred until the first franchise under the Multi-Unit Restaurant Agreement opens.
    1. Release.

Source: Item 23 — RECEIPT (FDD pages 101–346)

What This Means (2025 FDD)

According to the 2025 Marble Slab Creamery FDD, there are several addenda that address exceptions and clarifications to the standard franchise agreement, particularly concerning state-specific laws. For franchisees in Maryland, any release required for assignment or renewal does not apply to liability under the Maryland Franchise Registration and Disclosure Law. Moreover, any litigation involving claims under this law, if not subject to arbitration, can be brought in Federal District Court in Maryland, and the statute of limitations for such claims is three years.

For Illinois, the addendum states that Illinois law applies to any franchise offered or sold in Illinois, regardless of what the agreement says. The waiver of compliance with any provision of the Illinois Franchise Disclosure Act is void, although settlement agreements and arbitrations are permitted. Additionally, any provision designating jurisdiction or venue outside of Illinois is void, although arbitration outside of Illinois is allowed.

For franchisees in Washington, the Washington Franchise Investment Protection Act and court decisions may supersede the franchise agreement, especially in areas of termination and renewal. Any release or waiver of rights cannot include rights under the Washington Franchise Investment Protection Act unless executed pursuant to a negotiated settlement with independent counsel. The arbitration or mediation site for franchises purchased in Washington will be in Washington or a mutually agreed-upon location. These addenda ensure that franchisees' rights are protected under state laws, regardless of the standard terms in the franchise agreement.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.
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