Does Annex Brands allow for the franchise agreement to be executed in counterparts?
Annex_Brands Franchise · 2025 FDDAnswer from 2025 FDD Document
This Agreement may be executed in counterparts, each of which will be deemed an original and all of which together will constitute 1 document. Emailed or other electronic signatures of the parties will be deemed to constitute original signatures, and emailed or other electronic copies hereof will be deemed to constitute duplicate original counterparts. This Agreement contains the entire agreement of the parties pertaining to the subject matter hereof, and no prior or contemporaneous representations, inducements, promises, or agreements, oral or otherwise, between the parties not set forth herein will be of any force and effect. Any modifications to this Agreement must be accomplished by a written agreement signed by both parties.
Source: Item 22 — Contracts (FDD pages 109–110)
What This Means (2025 FDD)
According to Annex Brands' 2025 Franchise Disclosure Document, the franchise agreement can be executed in counterparts. This means that the agreement does not need to be signed on one single document. Instead, multiple identical copies can be signed, each of which is considered an original. All of these signed copies together then constitute a single, complete agreement.
Annex Brands specifies that each counterpart will be considered an original, and all counterparts together will form one complete document. This approach simplifies the signing process, especially when the parties are geographically separated. It also allows for quicker execution of the agreement, as each party can sign their respective copy without waiting for the document to physically travel back and forth.
Furthermore, Annex Brands states that emailed or other electronic signatures are considered original signatures, and electronic copies are considered duplicate original counterparts. This provision accommodates modern business practices, making it easier and faster to finalize agreements using digital methods. This is an increasingly common practice in franchising and business in general, reflecting the growing acceptance and security of electronic signatures.
Finally, the agreement specifies that it contains the entire understanding between the parties, superseding any prior agreements unless they are included in a written modification signed by both parties. This clause ensures clarity and prevents disputes arising from previous discussions or understandings that are not formally documented in the franchise agreement.