Can the Best Brains Option Agreement be amended orally?
Best_Brains Franchise · 2025 FDDAnswer from 2025 FDD Document
5. Miscellaneous
- a. Entire Agreement. This Agreement contains the entire understanding of the parties hereto with respect to the subject matter hereof, and no prior or contemporaneous written or oral agreement or understanding pertaining to any such matter shall be effective for any purpose. No provision of this Agreement may be amended or added to except by an agreement in writing signed by the parties hereto.
- f. Amendments. This Option Agreement may not be changed or modified except by an instrument in writing executed by the party asserted to be bound thereby.
Source: Item 23 — RECEIPTS (FDD pages 42–190)
What This Means (2025 FDD)
According to the 2025 Best Brains Franchise Disclosure Document, the Option Agreement between the franchisee and Best Brains contains specific stipulations regarding amendments. The agreement explicitly states that no provision of the agreement may be amended or added to except by a written agreement signed by both parties. This requirement for written amendments ensures that all changes are documented and agreed upon, providing clarity and legal certainty for both the franchisee and Best Brains.
Furthermore, the Best Brains Option Agreement reiterates this point in another clause, emphasizing that the agreement cannot be changed or modified unless it is done through a written instrument executed by the party that is asserted to be bound by the change. This reinforces the importance of written documentation for any modifications to the agreement, preventing potential disputes arising from verbal agreements or understandings.
This clause is a standard practice in franchising to maintain clarity and avoid misunderstandings. Prospective Best Brains franchisees should understand that any changes they wish to make to the Option Agreement must be formally documented in writing and signed by both themselves and Best Brains to be considered valid and enforceable.