Does the Bumper Man franchise agreement disclaim representations made in the franchise disclosure document?
Bumper_Man Franchise · 2025 FDDAnswer from 2025 FDD Document
- (f) Entire Agreement. This Agreement (including its exhibits, addenda, and attachments) constitutes the entire agreement between the Parties, and supersedes any and all prior or contemporaneous negotiations, discussions, understandings, or agreements. There are no other oral or written understandings or agreements between Franchisor and Franchisee relating to the subject matter of this Agreement. Notwithstanding the foregoing, nothing in this Agreement or in any related agreement is intended to disclaim the representations made by Franchisor in the franchise disclosure document furnished to Franchisee.
- (g) Construction. The preambles and exhibits are a part of this Agreement. Nothing in this Agreement is intended, nor is deemed, to confer any rights or remedies upon any Person not a party to this Agreement, except for the third-party beneficiary rights of Franchisor Indemnitees to enforce the terms and conditions of the general release executed pursuant to Section 3(b)(vi) and their respective rights under Sections 4(k), 16(d)(vii) and 20 of this Agreement. The singular usage includes the plural and the masculine and neuter usages include the other and the feminine.
Source: Item 23 — RECEIPTS (FDD pages 45–180)
What This Means (2025 FDD)
According to the 2025 Bumper Man Franchise Disclosure Document, the franchise agreement includes a clause that addresses reliance on the franchise disclosure document. Specifically, the agreement states that nothing within it or any related document is intended to disclaim the representations made by Bumper Man in the franchise disclosure document furnished to the franchisee. This means that Bumper Man franchisees can rely on the information provided in the FDD when making their investment decision.
However, the Bumper Man franchise agreement also includes a disclaimer of warranties. Each party acknowledges that neither party nor their agents have made any promises, representations, guarantees, or warranties about the actual or potential sales or profits of a Bumper Business, or that the business will be successful or profitable. Franchisees represent that they are not relying on any information, promise, representation, guaranty, or warranty by Bumper Man other than those set forth in the agreement itself, including its exhibits, addenda, and attachments. Franchisees also waive any claim of negligent misrepresentation or omission, and acknowledge that they have independently reviewed and evaluated the business opportunity.
Furthermore, the agreement specifies that it constitutes the entire agreement between the parties and supersedes any prior negotiations or understandings. This "integration clause" is common in franchise agreements and aims to prevent disputes based on verbal promises or representations made outside of the written contract. However, the explicit statement that the agreement does not disclaim FDD representations provides an important protection for franchisees, ensuring that they can hold Bumper Man accountable for the information disclosed in the FDD.