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Apply the Act’s actual coverage
Chapters 553 and 554 took effect July 1, 2026. Section 13.1-559 requires the stated written retail marketing-plan/brand arrangement and a direct/indirect fee of $500 or more, subject to fee exclusions.
Performance must contemplate or require a defined Virginia place of business; incidental/ancillary and department exceptions have their actual statutory conditions. Calling an activity secondary does not alone establish one.
Review the two provisions separately
Section 13.1-559(D) requires Virginia law for franchise contracts offered/entered pursuant to the Act. Section 13.1-563(A)(4) prohibits offering/entering the stated restriction on franchisee retail offering, sale or distribution of goods/services after termination/expiry.
Section 563(B) permits the stated restriction when the franchisee sells to a third party or back to the franchisor at a mutually agreed price, for no more than two years after sale. Ordinary expiry or an unrelated payment does not establish that exception.
This is not a conclusion about confidentiality, intellectual-property or other distinct obligations.
A later sale may need amended documents first
The SCC’s April 14, 2026 notice calls for the language in the FDD (Franchise Disclosure Document) and agreement, through relevant Item 17 disclosure or a Virginia addendum.
For registrations begun before July 1 and expiring later, it distinguishes no expected Virginia sale before expiry from a possible/actual sale on or after July 1. The latter requires an amendment application first. A November offer using a pre-July template therefore cannot rely on registration age as proof of updated wording.
Clause updating is not an exit verdict
Section 13.1-564 separately restricts cancellation without reasonable cause and undue influence to surrender rights. Civil remedies and anti-waiver provisions have independent triggers; new wording does not decide an actual exit dispute.
Scope
- No retroactivity or enforceability conclusion is made for agreements signed before July 1, 2026. Employee noncompetes, exemption/delivery rules and complete remedies remain separate.
Next step
Check Act coverage, the actual clauses and planned sale date before using an older Virginia package.
Sources & review notes
Virginia General Assembly
Passage, dates and research notes
primary · 13.1-559, 561, 563–565 and 571; complete current chapter read
shall be governed by the laws of the Commonwealth
Current served chapter includes 2026 chapters 553/554. Read full statutory chapter. Governing-law, competition-restriction and reasonable-cause cancellation provisions have distinct triggers. The 72-hour statutory voidability branch is not substituted for the administrative 14-calendar-day disclosure rule. Actual readable official body downloaded and cited operative provisions read; fetch timestamp is separate from substantive verification.
Virginia State Corporation Commission, Division of Securities and Retail Franchising
Passage, dates and research notes
official-guidance · Complete two-page April 14, 2026 notice
changes, which become effective on July 1, 2026
Complete actual notice read. Confirms enacted chapters 553/554 and effective date, FDD Items 17(r)/(w) or Virginia addendum, and amendment-before-sale instructions for previously registered offerings. The source is public agency guidance despite the PDF footer reading Confidential; no private file or credentials were accessed. Actual readable official body downloaded and cited operative provisions read; fetch timestamp is separate from substantive verification.
Detailed rule records (1)
Apply current 13.1-559 scope and mandatory Virginia governing law; 13.1-563(A)(4) prohibits the stated post-termination/expiration retail competition restriction. Follow SCC July 1, 2026 FDD and amendment directions. Separately review reasonable-cause cancellation and undue influence under 13.1-564.
Virginia Code Chapter 8 — Retail Franchising Act, current 2026 text Virginia SCC April 2026 franchise legislation noticeKeep this reading in your learning library.
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