For Exit, are electronically scanned copies of the Franchise Agreement considered enforceable original documents?
Exit Franchise · 2025 FDDAnswer from 2025 FDD Document
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original as against any party whose signature appears thereon, and all of which together constitute one and the same instrument. This Agreement shall be combined when one or more of the counterparts hereof, individually or taken together, shall bear the signatures of the parties reflected thereon as the signatories (including witness signatures). Execution and delivery of this Agreement by exchange of electronically scanned copies bearing the manual or electronic signature of a party shall constitute a valid and binding execution by that party. Electronically scanned copies shall constitute enforceable original documents.
Source: Item 23 — RECEIPT (FDD pages 42–235)
What This Means (2025 FDD)
According to Exit's 2025 Franchise Disclosure Document, electronically scanned copies of the Franchise Agreement are considered enforceable original documents. The agreement can be executed in multiple counterparts, each considered an original for the signing party. When these counterparts, individually or combined, bear the signatures of the parties, including witness signatures, they form a single, complete instrument. The exchange of electronically scanned copies with manual or electronic signatures constitutes a valid and binding execution by the involved party.
This means that franchisees and Exit can sign the Franchise Agreement and related documents electronically, and these copies hold the same legal weight as traditional paper documents with physical signatures. This practice streamlines the signing process, potentially saving time and resources for both parties. It also reduces the need for physical storage space and facilitates easier document management.
For a prospective Exit franchisee, this clause simplifies the initial steps of entering into the franchise agreement. It allows for remote signing, which can be particularly beneficial if the franchisee and franchisor are not located in the same geographic area. However, franchisees should ensure that the electronic signatures used comply with any applicable laws or regulations regarding electronic signatures to avoid potential legal challenges in the future.