Does the Body20 agreement related to Appendix A disclaim the representations made in the Franchise Disclosure Document?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
This Agreement and all exhibits to this Agreement constitute the entire agreement between the parties with respect to its subject matter and supersede any and all prior negotiations, understandings, representations, and agreements with respect to its subject matter. Nothing in this or in any related agreement, however, is intended to disclaim the representations we made in the Franchise Disclosure Document that we furnished to you.
Source: Item 23 — RECEIPT (FDD pages 74–251)
What This Means (2025 FDD)
According to Body20's 2025 Franchise Disclosure Document, the franchise agreement generally aims to integrate all understandings between Body20 and the franchisee. However, it explicitly states that nothing within the agreement or any related document is intended to disclaim the representations made by Body20 in the Franchise Disclosure Document (FDD) that was furnished to the franchisee.
This means that while Appendix A, which contains franchisee-specific terms, may modify or add to the general agreement, it cannot be used to negate or contradict any statements or promises Body20 made in the FDD. This protects the franchisee by ensuring that the representations made during the initial disclosure process remain valid and enforceable, preventing Body20 from later denying those representations based on the franchise agreement's fine print.
However, it's important to note that in certain states (California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, and Wisconsin), there are additional protections. In these states, no statement, questionnaire, or acknowledgement signed by the franchisee can waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by Body20 or its representatives. This provision supersedes any other term in any document related to the franchise, offering even stronger protection to franchisees in those states.