Can the Virginia Amendment to the Amorino Area Development Agreement be executed in counterparts?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Counterparts. This Amendment may be executed in one or more counterparts, (including by facsimile or .pdf copies of original signatures), each of which counterparts shall be deemed to be an original, but all of which together shall constitute one and the same instrument.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, the Virginia Amendment to the Area Development Agreement can be executed in counterparts. This means that the agreement does not require all parties to sign the same physical document. Instead, each party can sign a separate copy, and all the signed copies together will be considered a single, binding agreement. These counterparts can include original signatures, or copies of original signatures such as those sent via facsimile or PDF.
This flexibility simplifies the signing process, especially when the parties are geographically separated. It allows Amorino and the area developer to sign the agreement at their convenience without needing to coordinate a single signing event or physically exchange documents. This can expedite the finalization of the agreement and allow the area developer to begin operations sooner.
The provision specifies that each counterpart, even if it's a copy, is considered an original. This ensures that all signed versions carry the same legal weight. This is a fairly standard clause in franchise agreements and amendments, as it streamlines the execution process without compromising the legal integrity of the document.
For a prospective Amorino area developer, this clause offers convenience and efficiency in completing the legal formalities. It reduces potential delays associated with coordinating signatures and allows for a quicker start to developing Amorino stores in the designated area.