Are there any exceptions to the Buildingstars Franchise Agreement superseding prior agreements?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
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.
Source: Item 23 — RECEIPT (FDD pages 43–217)
What This Means (2025 FDD)
According to Buildingstars's 2025 Franchise Disclosure Document, the franchise agreement represents the entire understanding between both parties. It also states that the franchise agreement supersedes all prior negotiations, understandings, and representations.
However, there is an exception. The agreement clarifies that nothing within it is intended to disclaim Buildingstars' representations made in the Franchise Disclosure Document (FDD) that was furnished to the franchisee in connection with the offer to operate the business. This means that any representations made by Buildingstars in the FDD itself are not superseded by the franchise agreement.
In practical terms, this clause protects the franchisee by ensuring that Buildingstars cannot later claim that the franchisee should not rely on the information provided in the FDD. This is a standard practice in franchising, as the FDD is a legally required document designed to provide potential franchisees with essential information about the franchise opportunity. Franchisees should carefully review the FDD and note any representations made by Buildingstars, as these representations will remain in effect even after the franchise agreement is signed.