Are any oral agreements binding under the Buildingstars Franchise Agreement?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
XVI. MISCELLANEOUS PROVISIONS
- D. Entire Agreement. This Agreement and all other written agreements related to this Agreement and expressly referenced in this Agreement, represent the entire understanding and agreement between the parties with respect to the subject matter of this Agreement, and supersedes all other negotiations, understandings and representations (if any) made by and between the parties. No representations, inducements, promises or agreements, oral or otherwise, if any, not embodied in this Agreement shall be of any force and effect; provided, however, that nothing in this or any related agreement is intended to disclaim BUILDINGSTARS' representations made in the franchise disclosure document that was furnished to FRANCHISEE in connection with the offering to operate the Business. No amendment to this Agreement is binding unless executed in writing by both parties.
Source: Item 22 — CONTRACTS (FDD page 43)
What This Means (2025 FDD)
According to the 2025 Buildingstars Franchise Disclosure Document, oral agreements are not binding. The franchise agreement, along with other written agreements expressly referenced within it, constitutes the entire understanding between Buildingstars and the franchisee. This clause supersedes any prior negotiations, understandings, or representations made between the parties.
Specifically, any representations, inducements, promises, or agreements that are not written into the Buildingstars Franchise Agreement have no legal force or effect. However, this does not disclaim Buildingstars' representations made in the franchise disclosure document furnished to the franchisee.
This "entire agreement" clause is a common provision in franchise agreements. It aims to prevent disputes based on verbal promises or understandings that are not documented in writing. Any amendments to the Buildingstars agreement must be in writing and signed by both parties to be considered binding.