Does the Pearce Bespoke addendum supersede the entire Pearce Bespoke Franchise Disclosure Document?
Pearce_Bespoke Franchise · 2025 FDDAnswer from 2025 FDD Document
In conformance with section 41 of the Illinois Franchise Disclosure Act, any condition, stipulation or provision purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise Disclosure Act or any other law is void.
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 behalf of the Franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 22 — CONTRACTS (FDD page 39)
What This Means (2025 FDD)
According to the 2025 Pearce Bespoke Franchise Disclosure Document, the addenda do not supersede the entire FDD but may supersede specific terms within certain documents related to the franchise. Several states require addenda to the Pearce Bespoke Franchise Disclosure Document and Franchise Agreement to address specific legal requirements within those states. These addenda primarily modify specific clauses to ensure compliance with state franchise laws.
For example, the Illinois addendum states that certain franchisee acknowledgements cannot waive claims under state franchise law and that this provision supersedes any other conflicting term in any document related to the franchise. Similarly, the Maryland addendum amends provisions related to releases, the statute of limitations for claims, and termination rights to align with Maryland Franchise Law. The Rhode Island addendum modifies clauses regarding choice of law and forum to allow franchisees to sue in Rhode Island for claims arising under the Rhode Island Franchise Investment Act.
These addenda are designed to protect franchisees' rights and ensure that the franchise agreement complies with local laws. However, they do not replace the entire Franchise Disclosure Document. Instead, they operate as amendments that take precedence over conflicting terms within the original agreement or related documents, but only to the extent required by state law. Prospective Pearce Bespoke franchisees should carefully review any addenda applicable to their state to understand how these modifications affect their rights and obligations under the franchise agreement.