Are any representations made by All Team in the Franchise Disclosure Document disclaimed by the franchise agreement?
All_Team Franchise · 2025 FDDAnswer from 2025 FDD Document
- D.
Entire Agreement.
This Agreement and all other written agreements related to this Agreement and expressly referenced in this Agreement, represent the entire understanding and agreement between the parties with respect to the subject matter of this Agreement, and supersedes all other negotiations, understandings and representations (if any) made by and between the parties.
No representations, inducements, promises or agreements, oral or otherwise, if any, not embodied in this Agreement shall be of any force and effect; provided, however, that nothing in this or any related agreement is intended to disclaim ATFC's representations made in the Franchise Disclosure Document that was furnished to FRANCHISEE in connection with the offering to operate an Agency.
No amendment to this Agreement is binding unless executed in writing by both parties.
- E.
Representative Capacity.
In all of their dealings with FRANCHISEE, the officers, directors, employees and agents of ATFC act only in their representative capacity for ATFC, and not in any individual capacity or on behalf of ATFC or any of ATFC's affiliates or agents.
- F.
Notice.
Whenever notice is required under the terms of this Agreement, it shall be given in writing and sent by registered or certified mail, or by personal delivery to FRANCHISEE's Agency address and to ATFC's office, or at such other address as designated in accordance with this Section.
Receipt shall be deemed to have been made three (3) days after mailing or upon personal delivery, whichever first occurs.
- G.
Gender.
All terms and words used in this Agreement, regardless of the number and gender in which they are used, shall be deemed and construed to include any other number, singular or plural, and any other gender, masculine, feminine, or neuter, as the context or sense of the Agreement or any section, paragraph, or clause herein may require, as if such words had been fully and properly written in the appropriate number and gender.
Source: Item 22 — CONTRACTS (FDD pages 33–34)
What This Means (2025 FDD)
According to All Team's 2025 Franchise Disclosure Document, the franchise agreement does not disclaim representations made in the Franchise Disclosure Document (FDD). Specifically, the agreement states that it, along with other written agreements expressly referenced, constitutes the entire understanding between the parties and supersedes prior negotiations.
However, the All Team franchise agreement includes a crucial exception: it does not disclaim All Team's representations made in the FDD that was furnished to the franchisee in connection with the offering to operate an agency. This means that franchisees can rely on the information provided in the FDD when making their decision to invest in an All Team franchise.
Furthermore, addenda for specific states like Virginia, Illinois, and Minnesota reinforce this protection. These addenda state that no agreement signed by the franchisee can waive claims under state franchise laws, including fraud in the inducement, or disclaim reliance on statements made by All Team. These provisions supersede any conflicting terms in other documents, ensuring that franchisees in these states retain their rights and protections under state law.