What is the dependency between the addendum and the Corner Bakery Cafe Franchise Agreement?
Corner_Bakery_Cafe Franchise · 2025 FDDAnswer from 2025 FDD Document
| This | Addendum | to | the | Corner | Bakery | Cafe | Franchise | Agreement | dated | |
|---|---|---|---|---|---|---|---|---|---|---|
| ("Franchise Agreement") between Best Cafe – Franchises, LLC | ||||||||||
| ("Franchisor", | "we", "us" | or | "our"), a | Delaware | limited | liability | company, | and | ||
| ("Franchisee," "you" or "your"), a, is | ||||||||||
| entered into simultaneously with the execution of the Franchise Agreement. |
Source: Item 22 — CONTRACTS (FDD page 55)
What This Means (2025 FDD)
According to the 2025 Corner Bakery Cafe Franchise Disclosure Document, the addendum is an integral part of the Franchise Agreement. The addendum is entered into simultaneously with the execution of the Franchise Agreement.
The FDD states that the provisions outlined in the addendum form an integral part of, and are incorporated into, the Franchise Agreement. This means that the addendum is not a separate, independent document but rather a component that modifies or supplements the main Franchise Agreement. The addendum is executed because the offer or sale of the franchise was made in a specific state, the franchisee is a resident of that state, and/or the franchised cafe will be located in that state.
Furthermore, any capitalized terms not defined within the addendum itself will carry the meanings assigned to them in the Franchise Agreement. Except where explicitly modified by the addendum, the original Franchise Agreement remains in full effect. This indicates that the addendum serves to adjust specific aspects of the Franchise Agreement to comply with state laws or address particular circumstances, while the rest of the agreement remains unchanged. The addendum may be executed in multiple counterparts, each considered an original, and electronic transmission of signature pages is deemed as effective as physical delivery.