How can the Apricot Lane amendment be executed by geographically separated parties?
Apricot_Lane Franchise · 2025 FDDAnswer from 2025 FDD Document
To facilitate the execution of this Amendment by geographically separated Parties, it may be executed in two or more counterparts, all of which shall constitute one agreement. The execution by one Party of any counterpart shall be sufficient execution by that Party whether or not the same counterpart has been executed by any other Party. This Amendment shall become effective when each Party has signed at least one counterpart. All facsimile or scanned executions shall be treated as originals for all purposes. The Parties shall do and cause to be done all such acts, matters and things and shall execute and deliver all such documents and instruments as shall be required to enable the Parties to perform their respective obligations under, and to give effect to the transactions contemplated by, this Amendment.
Source: Item 23 — RECEIPTS (FDD pages 51–222)
What This Means (2025 FDD)
According to the 2025 Apricot Lane FDD, an amendment to the franchise agreement can be executed in counterparts to facilitate signing by geographically separated parties. This means that the amendment does not need to be signed on a single physical document. Instead, each party can sign a separate copy (counterpart) of the amendment.
According to the FDD, all of these counterparts together will constitute one single agreement. The FDD states that the execution by one party of any counterpart is sufficient, regardless of whether the other party has signed the same counterpart. The amendment becomes effective once each party has signed at least one counterpart.
Furthermore, the FDD clarifies that facsimile or scanned executions of the amendment are treated as originals for all purposes. This allows for efficient signing and exchange of documents, as parties can simply scan and email their signed copies rather than relying on traditional mail. The parties also agree to perform all necessary actions and deliver all documents required to fulfill their obligations under the amendment.
For a prospective Apricot Lane franchisee, this clause simplifies the amendment process, especially when the franchisee and franchisor are not in the same location. It reduces logistical hurdles and allows for quicker implementation of any changes to the franchise agreement.