According to the Checkersrallys agreement, can custom or practice modify the agreement?
Checkersrallys Franchise · 2025 FDDAnswer from 2025 FDD Document
You and we shall not be deemed to have waived any right reserved by this Agreement or be deemed to have modified this Agreement by virtue of any custom or practice of the parties at variance with it.
10.11 Construction. The language of this Agreement shall be construed according to its fair meaning and not strictly for or against any party. The introduction, personal guarantees, exhibits and riders (if any) to this Agreement are a part of this Agreement, which constitutes the entire agreement of the parties. Except as otherwise expressly provided herein, there are no other oral or written agreements, understandings, representations or statements between us and you relating to the subject matter of this Agreement that either party may or does rely on or that will have any force or effect, except that nothing in this Agreement shall disclaim or require you to waive reliance on any representation we made in our most recent
Franchise Disclosure Document (including that document's exhibits and amendments) delivered to you or your representative. Nothing in this Agreement is intended or shall be deemed to confer any rights or remedies on any person or legal entity not a party hereto. This Agreement shall not be modified except by written agreement signed by both parties.
Source: Item 23 — RECEIPTS (FDD pages 92–384)
What This Means (2025 FDD)
According to the 2025 Checkersrallys FDD, the franchise agreement cannot be modified by custom or practice. The written agreement outlines the entire understanding between Checkersrallys and the franchisee, and it explicitly states that only a written agreement signed by both parties can modify it.
This means that any verbal agreements or understandings, or any deviations from the written contract based on how Checkersrallys or the franchisee typically conduct business, will not be considered valid modifications to the agreement. This protects both Checkersrallys and the franchisee by ensuring that the terms of the franchise are clearly defined and can only be changed through a formal written amendment.
This clause is typical in franchise agreements to prevent disputes arising from informal arrangements or differing interpretations of the contract over time. Franchisees must ensure that any desired changes to the agreement are documented in writing and signed by an authorized representative of Checkersrallys to be enforceable.