What does the Rider to the Potbelly Sandwich Works Franchise Agreement supersede?

According to Potbelly Sandwich Works' 2025 Franchise Disclosure Document, the Rider to the Franchise Agreement addresses the waiver of disclaimers of reliance in certain states. Specifically, for franchisees and franchises subject to state franchise disclosure laws in California, Hawaii, Indiana, Michigan, Rhode Island, South Dakota, Virginia, and Wisconsin, the rider ensures that no statement, questionnaire, or acknowledgment signed by a franchisee can waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by Potbelly Sandwich Works or its representatives.

This provision in the Rider explicitly supersedes any other conflicting term in any document executed in connection with the franchise agreement. This means that if any other agreement or document related to the franchise contains language that contradicts the protections against waiving claims or disclaiming reliance, the Rider's provision will take precedence.

For a prospective Potbelly Sandwich Works franchisee in the specified states, this Rider offers significant protection. It prevents the franchisee from inadvertently giving up their rights to pursue legal claims related to the franchise agreement based on statements made by the franchisor. This ensures that franchisees can rely on the information provided by Potbelly Sandwich Works during the franchise sales process and are not barred from seeking legal recourse if that information proves to be false or misleading. This type of clause is not uncommon in franchise agreements, particularly in states with strong franchise protection laws, as it aims to balance the relationship between franchisor and franchisee.