Does the Craters & Freighters Franchise Agreement supersede prior agreements?
Craters_Freighters Franchise · 2025 FDDAnswer from 2025 FDD Document
- 25.1 Entire Agreement. This Agreement and the documents referred to herein will be construed together and constitute the entire Agreement between the parties hereto and supersede all prior negotiations, understandings, representations, and agreements, if any. However, nothing in this Agreement or any related agreement is intended to disclaim Franchisor's representations made in Franchisor's Franchise Disclosure Document. No amendment, change, or variance from this Agreement will be binding on either party hereto unless executed in writing by both parties hereto.
- 25.2 Severability. Each section, paragraph, term, and condition of this Agreement will be considered severable and if, for any reason, any such paragraph, term, and/or condition of this Agreement is determined to be invalid, contrary to, or in conflict with any applicable present or future law or regulation, such determination will not impair the operation of, or have any other effect upon, the remaining portions of this Agreement, which will continue to be given full force and effect and bind the parties hereto, although any section, paragraph, term, or condition determined to be invalid will be deemed not part of this Agreement. Franchisee will be bound by any promise or covenant imposing the maximum duty permitted by law which is contained within the terms of any provision hereof, as though it were separately stated in and made a part of this Agreement, that may
Source: Item 22 — CONTRACTS (FDD pages 49–50)
What This Means (2025 FDD)
According to the 2025 Craters & Freighters Franchise Disclosure Document, the franchise agreement, along with the documents referred to within it, constitutes the entire agreement between both parties. This agreement supersedes all prior negotiations, understandings, representations, and agreements, if any, that may have occurred before the signing of the franchise agreement. However, the agreement does not disclaim any representations made by Craters & Freighters in its Franchise Disclosure Document.
This clause is standard in franchise agreements to ensure clarity and prevent disputes based on previous discussions or drafts. It essentially means that only what is written in the final agreement is legally binding on both Craters & Freighters and the franchisee. Any promises or understandings that are not included in the written agreement are not enforceable.
Furthermore, any amendments, changes, or variances to the agreement must be executed in writing by both Craters & Freighters and the franchisee to be considered binding. This requirement ensures that all modifications are formally documented and agreed upon, preventing misunderstandings or unilateral changes to the agreement's terms. Each section of the agreement is considered severable, meaning that if any part is deemed invalid, the remaining portions of the agreement will still remain in effect.