Does the Deka Lash agreement supersede prior agreements?
Deka_Lash Franchise · 2024 FDDAnswer from 2024 FDD Document
nder the Lease. Landlord further agrees that upon the occurrence of any such assignment, Franchisor shall have no further liability or obligation under the Lease.
- VIII. Tenant and Landlord agree not to allow any surrender or other assignment of the Lease without the prior written consent of Franchisor.
- IX. All notices or demands required hereunder shall be made in writing and shall be deemed to be fully given two days after deposit in the U.S. certified mail, postage prepaid, return receipt requested or one day after sent Federal Express or similar overnight courier for overnight delivery. Franchisor's address for notices is 20 South Main Street, #248, Bountiful, UT 84010.
The terms and conditions of this Addendum shall amend, supersede, replace, and control over any conflicting or inconsistent terms and conditions in the Lease; except as modified in this Addendum, all other terms and conditions of the Lease shall remain unmodified and in full force and effect.
LANDLORD:
EXHIBIT F-2 TELEPHONE NUMBER & INTERNET ASSIGNMENT AGREEMENT
THIS ASSIGNMENT AGREEMENT is made between DL Franchising, LLC d/b/a Deka Lash, ("we," "us," or "our") and the franchisee named below ("you" or "your").
The parties are entering into one or more Franchise Agreements. For value received, Franchisee hereby irrevocably assigns to Franchisor all listings associated with the Deka Lash franchise, including all telephone numbers, telephone listings, email addresses, domain names, social media accounts, Internet listings, websites, and comparable electronic identities used in connection with the Marks or the operation of the Franchised Business covered by the Agreement, whether now-existing or adopted by Franchisee in the future, (collectively "Listings").
As a condition to signing the Franchise Agreement(s), we have required that you assign all of your Listings relating to the Deka Lash Franchise(s) to us upon the expiration or termination of any of the Franchise Agreements.
Franchisee agrees to update us as soon as possible of any listings adopted by Franchisee.
Source: Item 23 — RECEIPT (FDD pages 63–234)
What This Means (2024 FDD)
Based on the 2024 Deka Lash Franchise Disclosure Document, the franchise agreement between Deka Lash and the franchisee outlines the terms and conditions for operating a Deka Lash franchise. While the document does not explicitly state that the current franchise agreement supersedes all prior agreements, it does include addenda and exhibits that amend, supersede, replace, and control over any conflicting or inconsistent terms and conditions in specific documents such as the Lease. This indicates that the latest version of specific agreements takes precedence over earlier versions, but only to the extent of the conflict or inconsistency.
Specifically, the Telephone Number & Internet Assignment Agreement requires the franchisee to assign all listings associated with the Deka Lash franchise, including telephone numbers, email addresses, domain names, and social media accounts, to Deka Lash upon the expiration or termination of any of the Franchise Agreements. This assignment is a condition of signing the Franchise Agreement, ensuring that Deka Lash maintains control over these digital assets.
Additionally, the Washington Addendum to the Area Development Agreement specifies that if any terms of the Area Development Agreement are inconsistent with the terms outlined in the addendum, the terms in the addendum will take precedence. This is particularly relevant in the context of Washington's franchise laws, where the Washington Franchise Investment Protection Act may supersede the franchise agreement in areas such as termination and renewal. Therefore, prospective franchisees should carefully review all addenda and exhibits to understand how they may modify or supersede the original franchise agreement, and understand their rights under state laws like the Washington Franchise Investment Protection Act.