To what extent is each provision of the addendum effective for Precision Door Service?
Precision_Door_Service Franchise · 2025 FDDAnswer from 2025 FDD Document
This Addendum to the Development Agreement is entered into this day of, 20, between PRECISION DOOR SERVICE SPV LLC ("we", "us" or "Franchisor") and ("you" or "Developer") to amend and revise the Development Agreement as follows:
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- In recognition of the requirements of the North Dakota Franchise Investment Law, the Development Agreement for PRECISION DOOR SERVICE SPV LLC shall be amended as follows:
- (a) Section 7.2 of the Development Agreement is amended to add:
- Covenants not to compete such as those mentioned above are generally considered unenforceable in the State of North Dakota.
- (c) Section 13.1 of the Development Agreement is amended to add:
- Notwithstanding the foregoing, the Development Agreement will be governed by North Dakota law.
- (d) Section 13.2 of the Development Agreement is amended to add:
- Notwithstanding the foregoing, any claim arising under the North Dakota Franchise Investment Law shall be litigated in the State of North Dakota.
- (e) Section 13.3 of the Development Agreement regarding waiver of jury trial is deleted in its entirety.
- (f) Section 13.5 of the Development Agreement is amended to delete the waiver of the right to seek or recover punitive damages.
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- Each provision of this Addendum shall be effective only to the extent that the jurisdictional requirements of the North Dakota Franchise Investment Law applicable to the provisions are met independently of this Addendum. To the extent that this Addendum shall be deemed inconsistent with any terms or conditions of the Development Agreement or exhibits or attachments thereto, the terms of this Addendum shall govern.
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- Unless expressly amended by this Addendum, all other terms of the Development Agreement remain unchanged.
IN WITNESS WHEREOF, each of the undersigned hereby acknowledges having read this Addendum, understands and consents to be bound by all of its terms.
PRECISION DOOR SERVICE SPV LLC
Developer:
FOR THE STATE OF RHODE ISLAND
Source: Item 22 — Contracts (FDD pages 91–92)
What This Means (2025 FDD)
According to the 2025 FDD, the addendum to the Precision Door Service Development Agreement is designed to ensure compliance with state franchise laws. For Illinois, the addendum clarifies that Illinois law governs the franchise agreements, voids any provisions that designate jurisdiction and venue outside of Illinois (though arbitration may occur out of state), and protects franchisees' rights upon termination and non-renewal as defined in the Illinois Franchise Disclosure Act. It also prevents franchisees from waiving compliance with Illinois franchise laws. For Indiana, the addendum ensures that the Indiana Franchise Disclosure Law and the Indiana Deceptive Franchise Practices Law prevail in case of a conflict of law.
For New York, the addendum states that Precision Door Service will not transfer its obligations unless the transferee can perform them, any release of claims excludes those arising under New York's General Business Laws, and the requirement for the franchise to be governed by the laws of the state where Precision Door Service's principal business is located does not waive any rights conferred by New York law. In North Dakota, the addendum specifies that covenants not to compete are generally unenforceable, the Development Agreement will be governed by North Dakota law, any claims arising under the North Dakota Franchise Investment Law must be litigated in North Dakota, the waiver of jury trial is deleted, and the waiver of the right to seek or recover punitive damages is also removed. For Rhode Island, the addendum ensures that the Development Agreement will be governed by Rhode Island law and any claim arising under the Rhode Island Franchise Investment Act shall be litigated in the State of Rhode Island.
In all these instances, each provision of the addendum is effective only to the extent that the jurisdictional requirements of the respective state's franchise law are met independently of the addendum. If there is any inconsistency between the addendum and the Development Agreement, the terms of the addendum will take precedence. Unless specifically amended by the addendum, all other terms of the Development Agreement remain unchanged. This ensures that Precision Door Service franchise agreements adhere to the specific legal requirements of each state, providing franchisees with the protections and rights mandated by those laws.