For the Aw franchise agreement, are the headings of the sections and paragraphs considered part of the agreement's meaning?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
- 19.2 Severability; Construction. The provisions of this Agreement are deemed to be severable. The parties agree that each provision of this Agreement will be construed as independent of any other provision of this Agreement. All headings of the various Sections and Paragraphs of this Agreement are for convenience only and do not affect the meaning or construction of any provision. All references in this Agreement to masculine, neuter or singular usage will be construed to include the masculine, feminine, neuter or plural, wherever applicable.
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, the headings of the sections and paragraphs within the franchise agreement are for convenience only and do not impact the interpretation or meaning of any provision. This is a fairly standard clause in franchise agreements.
This means that if there's a dispute over the interpretation of a clause, the actual text of the clause will govern, not the heading that summarizes it. Franchisees should therefore focus on understanding the substance of each section, rather than relying on the headings as definitive summaries.
Aw franchisees should be aware that the specific wording in each section and paragraph determines their rights and obligations, so careful review with legal counsel is essential.