What warranties regarding the Program does Annex Brands disclaim in the Sublicense Agreement?
Annex_Brands Franchise · 2025 FDDAnswer from 2025 FDD Document
ty Disclaimers.
- 11.3.1 Except as expressly set forth in this Sublicense Agreement, Master Licensee disclaims any and all promises, representations, and warranties with respect to the Program, including but not limited to its condition, its conformity to any representation for description, the existence of any latent or patent defects, and its merchantability or fitness for a particular use.
- 11.3.2 Master Licensee does not warrant that the functions contained in the Program will meet End User's requirements or that the operation of the Program will be uninterrupted or error free. End User is advised to test the Program thoroughly before relying on it.
- 11.3.3 Without limiting the generality of the foregoing, Master Licensee will not be liable for any loss, injury, claim, liability or damage of any kind resulting in any way from (i) any errors or omissions from the Product or any materials included therein, (ii) the unavailability or interruption of the Program or any features thereof or any materials included therein, (iii) End User's use of the Product, (iv) End User's use of any equipment in connection with the Product, or (v) the content of materials included in the Product.
- 11.3.4 Master Licensee is not responsible for obsolescence of the Product that may result from changes in End User's requirements. The foregoing limited warranty will apply only to the most current version of the Program periodically issued by Master Licensee. Master Licensee assumes no responsibility for End User's use of superseded, outdated, or uncorrected versions of the Program.
- 11.4 End User will use its own equipment ("End User Equipment") or, if available, equipment provided by Master Licensee ("Master Licensee Equipment") for use in accessing the Program or in connection with the Product.
Source: Item 22 — Contracts (FDD pages 109–110)
What This Means (2025 FDD)
According to Annex Brands' 2025 Franchise Disclosure Document, as the Master Licensee, Annex Brands provides the Program to the End User on an "as is" and "as available" basis, except for the express warranty that Annex Brands has the authority to sublicense the Program. Annex Brands disclaims all promises, representations, and warranties regarding the Program's condition, conformity to descriptions, latent or patent defects, merchantability, or fitness for a particular use. This means a franchisee cannot expect the software to be perfect or specifically tailored to their needs beyond its basic functionality.
Annex Brands does not guarantee that the Program's functions will meet the End User's requirements or that its operation will be uninterrupted or error-free. The End User is advised to thoroughly test the Program before relying on it. Annex Brands is not liable for any loss, injury, claim, liability, or damage resulting from errors or omissions in the Product, unavailability or interruption of the Program, the End User's use of the Product or related equipment, or the content of materials included in the Product.
Furthermore, Annex Brands is not responsible for the Product's obsolescence due to changes in the End User's requirements and only warrants the most current version of the Program. Annex Brands assumes no responsibility for the End User's use of outdated versions. Additionally, Annex Brands disclaims any responsibility for determining compatibility between the Product and any equipment or software not specified by them and does not warrant the capabilities of such equipment or software when used with the Product. This means the franchisee bears the risk of ensuring their existing systems work with the Program.