Regarding the integration/merger clause in the Chick Fil A Franchise Agreement, can a franchisee rely on representations not included in the Franchise Agreement or Disclosure Document?

According to Chick Fil A's 2025 Franchise Disclosure Document, the franchise agreement contains an integration clause. This clause generally means that the written agreement represents the complete and final understanding between Chick Fil A and the franchisee, superseding any prior agreements or discussions.

Specifically, Chick Fil A cautions potential operators not to rely on any representations, promises, or agreements, whether oral or written, that are not explicitly included in the Franchise Agreement or the Franchise Disclosure Document (FDD). This includes statements made by officers, employees, or agents of Chick Fil A. The only representations a franchisee can rely on are those within the most recent FDD delivered to the operator, including its exhibits, amendments, and supplements.

This provision aims to provide clarity and prevent misunderstandings by ensuring that all critical terms and conditions are documented in the official agreements. It also protects Chick Fil A from potential claims based on undocumented promises or representations. Therefore, a prospective Chick Fil A franchisee should ensure that all important terms and conditions are included in the written agreements, as verbal assurances or other undocumented representations may not be enforceable.

This type of integration clause is standard practice in franchising. It is designed to create certainty and avoid disputes based on he-said/she-said scenarios. Franchisees should carefully review all documents and seek legal advice to ensure they understand the full scope of their obligations and rights under the agreement.