Can the Buona franchisor modify the System, and what are some examples of these modifications?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
Accordingly, Franchisee expressly understands and agrees that Franchisor may from time to time change the components of the System including but not limited to altering the products, programs, services, methods, standards, forms, policies and procedures of the System; abandoning the System altogether in favor of another system in connection with a merger, acquisition, other business combination or for other reasons; adding to, deleting from or modifying those products, programs and services that the Franchised Restaurant is authorized and required to offer; modifying or substituting entirely the building, premises, equipment, signage, trade dress, décor, color schemes and uniform specifications and all other unit construction, design, appearance and operation attributes that Franchisee is required to observe under this Agreement; and changing, improving, modifying, or substituting other words or designs for, the Marks.
Franchisee expressly agrees to comply with any such modifications, changes, additions, deletions, substitutions and alterations; provided, however, that such changes shall not materially and unreasonably increase Franchisee's obligations hereunder.
Franchisee will accept, use and effectuate any such changes or modifications to, or substitution of, the System as if they were part of the System at the time that this Agreement was executed.
Franchisor shall not be liable to Franchisee for any expenses, losses or damages sustained by Franchisee as a result of any of the modifications contemplated hereby.
Franchisee hereby covenants not to commence or join in any litigation or other
proceeding against Franchisor or any third party complaining of any such modifications or seeking expenses, losses or damages caused thereby. Franchisee expressly waives any claims, demands or damages arising from or related to the foregoing activities including but not limited to any claim of breach of contract, breach of fiduciary duty, fraud, and/or breach of the implied covenant of good faith and fair dealing.
Source: Item 23 — RECEIPTS (FDD pages 78–356)
What This Means (2025 FDD)
According to Buona's 2025 Franchise Disclosure Document, Buona has the right to modify the System's components. These modifications can include altering products, programs, services, methods, standards, forms, policies, and procedures. Buona can also abandon the current System in favor of another one due to a merger, acquisition, or other business reasons.
Buona may also add to, delete from, or modify the products, programs, and services that the franchised restaurant is authorized and required to offer. Furthermore, Buona can modify or substitute the building, premises, equipment, signage, trade dress, décor, color schemes, and uniform specifications. All other unit construction, design, appearance, and operation attributes that the franchisee must observe under the agreement are also subject to change, as are the Marks themselves.
The franchisee must comply with these modifications, changes, additions, deletions, substitutions, and alterations as if they were part of the System when the agreement was executed. However, these changes should not materially and unreasonably increase the franchisee's obligations. Buona is not liable for any expenses, losses, or damages sustained by the franchisee due to these modifications. The franchisee also agrees not to participate in any litigation against Buona or any third party regarding these modifications.