Does the Fat Shack Development Agreement supersede representations made in the Franchise Disclosure Document?
Fat_Shack Franchise · 2025 FDDAnswer from 2025 FDD Document
This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements concerning the subject matter hereof. Franchisee agrees and understands that FSI shall not be liable or obligated for any oral representations or commitments made prior to the execution hereof or for claims of negligent or fraudulent misrepresentation and that no modifications of this Agreement shall be effective except those in writing and signed by both parties. FSI does not authorize and will not be bound by any representation of any nature other than those expressed in this Agreement. Franchisee further acknowledges and agrees that no representations have been made to it by FSI regarding projected sales volumes, market potential, revenues, profits of Franchisee's Restaurant, or operational assistance other than as stated in this Agreement or in any Franchise Disclosure Document provided by FSI or its representatives. Any policies that FSI adopts and implements from time to time are subject to change, are not a part of this Agreement, and are not binding on FSI. Nothing in this Agreement or in any related agreement is intended to disclaim any representations made by FSI in the Franchise Disclosure Document provided to Franchisee.
Source: Item 23 — Receipts (FDD pages 53–223)
What This Means (2025 FDD)
According to the 2025 Fat Shack Franchise Disclosure Document, the franchise agreement contains the entire agreement between the involved parties and supersedes any prior agreements regarding the subject matter. Fat Shack is not liable for any oral representations or commitments made before the execution of the agreement, or for claims of misrepresentation, unless modifications are made in writing and signed by both parties. Fat Shack is not bound by any representation outside of what is expressed in the agreement.
Furthermore, Fat Shack makes no representations regarding projected sales volumes, market potential, revenues, or profits of the franchisee's restaurant, except as stated in the agreement or the Franchise Disclosure Document. Any policies that Fat Shack adopts are subject to change and are not binding on Fat Shack, and nothing in the agreement disclaims any representations made by Fat Shack in the Franchise Disclosure Document provided to the franchisee.
In practical terms, this means that a prospective Fat Shack franchisee should rely solely on the written terms of the Franchise Agreement and the Franchise Disclosure Document. Any verbal promises or assurances made by Fat Shack representatives that are not documented in these official documents are not binding. This protects both the franchisee and Fat Shack by ensuring that all key terms and expectations are clearly defined in writing, reducing the potential for misunderstandings or disputes later on.