What is the effect of the Washington Addendum on the Zoomin Groomin franchise agreement's provisions regarding termination?
Zoomin_Groomin Franchise · 2025 FDDAnswer from 2025 FDD Document
Commission's Division of Securities and Retail Franchising requires us to defer payment of the initial franchise fee and other initial payments owed by franchisees to the franchisor until the franchisor has completed its pre-opening obligations under the franchise agreement."
| FRANCHISEE: | FRANCHISOR: ZOOMIN GROOMIN USA LLC D/B/A ZOOMIN GROOMIN |
|---|---|
| By: | By: |
| By: | Date: |
WASHINGTON ADDENDUM TO THE FRANCHISE AGREEMENT AND RELATED AGREEMENT
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Franchise Disclosure Document, the franchise agreement, and all related agreements regardless of anything to the contrary contained therein. This Addendum applies if: (a) the offer to sell a franchise is accepted in Washington; (b) the purchaser of the franchise is a resident of Washington; and/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
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- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
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- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise. There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor. Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
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- Site of Arbitration, Mediation, and/or Litigation. In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration or mediation.
Source: Item 17 — g. of the Disclosure Document is modified to state that, in addition to the grounds for immediate termination specified in Item 17.h., the franchisor can terminate upon written notice and a 60 day opportunity to cure for a breach of the Franchise Agreement. (FDD pages 51–65)
What This Means (2025 FDD)
According to Zoomin Groomin's 2025 Franchise Disclosure Document, the Washington Addendum significantly modifies the franchise agreement, especially concerning termination and related franchisee rights. The addendum applies if the franchise is offered or accepted in Washington, if the purchaser is a Washington resident, or if the franchised business operates in Washington.
Specifically, the addendum states that RCW 19.100.180, known as the Franchisee Bill of Rights, may supersede provisions in the franchise agreement regarding termination and renewal. This means that certain termination clauses in the standard Zoomin Groomin franchise agreement might not be enforceable in Washington if they conflict with state law. The franchisee may terminate the franchise agreement under any grounds permitted under state law.
Furthermore, any release or waiver of rights that requires a franchisee to waive compliance with the Washington Franchise Investment Protection Act is void unless it meets specific conditions, such as being part of a negotiated settlement with independent counsel after the agreement is in effect. Provisions that unreasonably restrict the statute of limitations for claims under the Act or limit rights like a jury trial may also be unenforceable. Additionally, any provisions allowing Zoomin Groomin to repurchase the franchisee's business without consent during the term are unlawful unless the termination is for good cause. These stipulations provide added protection to Zoomin Groomin franchisees operating in Washington, ensuring that state law takes precedence over conflicting terms in the franchise agreement.