Does the Washington Addendum supersede any provisions in the Zoomin Groomin franchise agreement?
Zoomin_Groomin Franchise · 2025 FDDAnswer from 2025 FDD Document
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. In addition, if litigation is not precluded by the franchise agreement, a franchisee may bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington.
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- General Release. A release or waiver of rights in the franchise agreement or related agreements purporting to bind the franchisee to waive compliance with any provision under the Washington Franchise Investment Protection Act or any rules or orders thereunder is void except when executed pursuant to a negotiated settlement after the agreement is in effect and where the parties are represented by independent counsel, in accordance with
RCW 19.100.220(2). In addition, any such release or waiver executed in connection with a renewal or transfer of a franchise is likewise void except as provided for in RCW 19.100.220(2).
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- Statute of Limitations and Waiver of Jury Trial.
Provisions contained in the franchise agreement or related agreements that unreasonably restrict or limit the statute of limitations period for claims under the Washington Franchise Investment Protection Act, or rights or remedies under the Act such as a right to a jury trial, may not be enforceable.
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 the 2025 Zoomin Groomin FDD, the Washington Addendum does indeed supersede provisions in the franchise agreement and related documents under specific conditions. The addendum explicitly states that its provisions form an integral part of, are incorporated into, and modify the Franchise Disclosure Document, the franchise agreement, and all related agreements, regardless of any conflicting information within those documents. This ensures that franchisees in Washington are subject to the protections and regulations of Washington state law.
This superseding effect applies if (a) the offer to sell a Zoomin Groomin franchise is accepted in Washington, (b) the purchaser of the franchise is a resident of Washington, or (c) the franchised business is to be located or operated, wholly or partly, in Washington. This broad scope ensures that any franchisee connected to Washington through any of these criteria will have the Washington Addendum take precedence over conflicting terms in the standard franchise agreement.
Several specific provisions within the Washington Addendum further clarify this point. For instance, the addendum addresses conflicts of law, stating that the provisions of the Washington Franchise Investment Protection Act will prevail in such cases. It also highlights that RCW 19.100.180, the Franchisee Bill of Rights, may supersede provisions in the franchise agreement concerning the franchisee's relationship with Zoomin Groomin, particularly in areas of termination and renewal. Additionally, the addendum addresses issues such as general releases, statutes of limitations, waivers of jury trials, transfer fees, and non-competition covenants, specifying how Washington law modifies or voids conflicting terms in the franchise agreement. These stipulations collectively ensure that Zoomin Groomin franchisees in Washington receive the full protection of state law, even if the standard franchise agreement contains contradictory clauses.