When signing the Cicis franchise agreement, is the franchisee acknowledging that they are not relying on any warranties, representations, undertakings, commitments, covenants, or guarantees from Cicis, except as provided in the agreement?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
F. CONSTRUCTION.
The preambles and exhibits are a part of this Agreement, which together with this Agreement constitute our and your entire agreement, and there are no other oral or written understandings or agreements between us and you, or oral or written representations by us, relating to the subject matter of this Agreement, the franchise relationship, or your Development Rights (any understandings or agreements reached, or any representations made, before this Agreement are superseded by this Agreement); but nothing in this Agreement or any related agreement is intended to disclaim the representations we made in the franchise disclosure document that we furnished to you.
Source: Item 23 — RECEIPTS (FDD pages 65–263)
What This Means (2025 FDD)
According to the 2025 Cicis Franchise Disclosure Document, the franchise agreement, along with its preambles and exhibits, constitutes the entire agreement between Cicis and the franchisee. This means that any prior oral or written understandings, agreements, or representations made by Cicis regarding the franchise relationship or the franchisee's development rights are superseded by the terms of the franchise agreement itself.
However, this does not disclaim the representations made by Cicis in the franchise disclosure document (FDD) that was furnished to the franchisee. So, while the franchisee acknowledges that the franchise agreement is the complete agreement, they are still entitled to rely on the information provided in the FDD.
In essence, a Cicis franchisee is agreeing that only the terms written in the franchise agreement (along with the FDD) are binding. Any promises or statements made outside of these documents are not part of the agreement. This is a standard clause in franchise agreements, designed to provide clarity and prevent disputes based on verbal or informal representations.