If a provision of the Brueggers Bagels agreement has two possible interpretations, how should it be interpreted?
Brueggers_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
(c) If any provision of this Agreement is capable of two constructions, one of which would render the provision void and the other of which would render the provision valid, then the provision shall have the meaning that renders it valid.
Source: Item 22 — CONTRACTS (FDD page 61)
What This Means (2025 FDD)
According to Brueggers Bagels's 2025 Franchise Disclosure Document, if any provision within the franchise agreement is open to two interpretations, the interpretation that validates the provision will be applied. This means Brueggers Bagels aims to uphold the enforceability of the agreement whenever possible.
This clause ensures that the agreement remains effective and prevents a franchisee from exploiting ambiguities to invalidate their contractual obligations. It reflects a common legal principle favoring interpretations that give effect to contracts rather than nullifying them.
For a prospective Brueggers Bagels franchisee, this means understanding that the agreement will be read in a way that makes it legally sound. If disputes arise over specific clauses, the interpretation that keeps the clause valid is more likely to prevail. Franchisees should seek legal counsel to fully understand their obligations and rights under the agreement, especially concerning clauses that seem unclear or open to multiple interpretations.